What if?
by flarey phoenix
Summary: what if Roxy was in the show... well i rewrote it after about 3 days i got the first chapter , here be what it'd be like with Roxy in da show :D
1. Man Of Tomorrow

Chapter1-man of tomorrow

On a small road a few miles away from a carnival a circular light appeared out of nowhere then transformed into some sort of pod. A door opened and four people stepped out.

"AWESOME!" yelled a blue haired female who was admiring the place

"Smallville? Brainy did you plug in the right coordinates?" asked an overweight male

"I have a twelfth level intelligence Bouncing Boy, I don't make mistakes." Stated green skinned... what looked to be a robot of some kind

"But I thought superman lived in metropolis." He replied bewildered

"Eh, I'm off to that carnival." The blue haired female stated and flew off

"Does she ever stay put?" asked a blonde haired female in a pink and white costume

"Not that I know of... and Bouncing Boy, we're here for a reason." The android stated and took off after the sapphire haired girl, Bouncing boy looked at the blonde and she shrugged then followed Brainy.

"Step right up! Come on win a prize!" a man called and the blue haired girl ran over as a jock won a girl a prize he called a black haired male over to him "How about you son?" he asked the boy

"Clark Kent? He couldn't hit the broad side of a barn." The jock mocked and Clark payed for it as she watched , he seemed to think for a minute then throw and purposely missed, she walked up as the jocks walked away laughing

"HEY WAIT A MINUTE, I'LL SHOW YOU!" she yelled and they turned around and walked back, luckily she'd found some money from that time period "here, I'll try it." She smirked and he handed her a ball as Clark looked at her funnily she smirked and threw the ball with such speed that it knocked every can over as well as piercing the back of the stand "...? Oops, my bad." She apologised but the man was speechless so he just gave her the prize she'd won and she scowled at the now shut up jocks then walked off, but then heard something.

"Something's not right." Stated the boy and she heard it again then looked over to the Ferris wheel, she looked closer and saw a bolt snap

"THE WHEEL!" she yelled and saw the boy speed off as she looked in shock "that was... SUPERMAN!" she yelped and ran off. The blonde haired girl, Brainy and Bouncing Boy were walkin through the crowd

"Can you believe it? FOOD ON A STICK!" and he took a bite out of a corndog "Mmmm, primitive, but DELICIOUS!" he exclaimed and the blonde put a hand to her temple

"No-one seems to be alarmed by our presence, they think we're performers." She smiled and the blue haired female ran over to them

"Ah there you are Roxy." Brainy smirked

"Over...by... the...Ferris...wheel, it... broke... Superman." She stated out of breath and Brainy's Eyes switched and focused on that area and saw Clark with his back pressed up against the side of the broken wheel

"You're right! That's him!" he smiled

"Are you sure...? 'Cause I don't see a cape." Bouncing Boy stated and Roxy walked over to Clark with Bouncing Boy "need a hand?" he asked

"You sure look like you do." She grinned

"A hand...? Er erm, no. Everything's fine here." He smiled

"Sure it is..." Roxy smirked unconvinced as the Ferris Wheels side collapsed Clark sped over and caught it "COOL!" she exclaimed

"It really is you." Bouncing Boy commented as the other two walked over

"I'm Saturn girl, this is Brainiac Five and Roxy, we can help." The blonde smiled warmly

"Seriously, I don't need any-" and he stopped as the Ferris wheel lifted off his hands "help." He finished and looked behind him in shock then backed away; Bouncing Boy had become a large ball to support the weight of the wheel

"The first time I saw him do that... I did the same." She smiled at the shocked male

"Who are you people?" he asked shocked

"I'm Bouncing Boy, it's a real honour to meet you." The ball smiled

"Er... I'm Clark... o oh" he stated looking at the crowd

"I'll handle this." Saturn girl responded and walked closer to the crowd and put both her hands to her temples and thought '_you will forget, what you've seen here'_ and she smiled and walked back to the four others

"How did you do that?" asked Clark

"I'll explain later, right now, those people need our help." She replied pointing at the Ferris wheels Passengers as it began to break at the top.

"Come on." Roxy smirked and few up with Clark as he jumped up and put the bars back into place and she used fire to weld it closed

"Super strength, just like in the history files." Brainy commented as he hovered in mid-air

"Oh and I get no credit?" she stated annoyed as he ignored her,

"Oh... yeah, I was just...? You're floating!" he stated shocked

"Flight ring... one of my inventions." He responded

"Yeah... he rocks he knows it, I know it; everyone knows it." She smiled and he smirked at her

"If you three are done impressing one and other, I think we're done here." Saturn girl smiled and flew off to the floor as the three looked at each other. (Cut to outside of fair)

"I don't know who you are... or what you are, but thanks. Whatever you do... could you not tell anyone about this?" he asked uncertainly

"Our lips and whatever Brainy has are sealed." Roxy smiled as Brainy scowled at her

"It's ok, we know all about you." Brainy smiled

"You know how freakishly stalkerish that just sounded?" Roxy commented earning another scowl.

"Yeah, you're Super-" Bouncing Boy was cut off by Brainiac 5

"Super with all you're powers." Brainy intervened

"Nice save." Roxy whispered

"I'm guna go now." Clark stated a little put off

"This is probably guna sound crazy, but we need you to come to the future with us." Saturn girl commented

"WHOOP WHOOP! CRAZY ALERT!!" Roxy yelled smiling

"You're right, that does sound crazy." Clark smiled

"You're the only one that can help us." Brainy stated desperately

"I... you have the wrong guy." And he sped off

"CLARK WAIT!" Brainy yelled but Saturn girl stopped him

"Brainiac 5 stop, he knows we're right, let's just give him some time." She said. Clark had ran to his home and walked in the door when

"CLARK, YOUR FRIENDS FROM THE FAIR ARE HERE!" his mum yelled, he stopped in his tracks then looked in the kitchen to see the four

"Hey Clark! Pie?" asked Bouncing Boy offering him some of the slice of pie he had

"How did you get- never mind. Ok even if you are form the future, and I'm not saying that you are... why me?" he asked confused as Roxy smirked

"We belong to the legion of Superheroes; we want you to join us." Brainy smiled

"Wow, that was forward," Roxy commented and Clark laughed

"Yeah right, Clark Kent... a superhero. The only normal acting one out of the four of you is her... and her hair isn't really normal." He stated gesturing to Roxy and she raised an eyebrow and took her necklace off revealing her Fish –like forma and he jumped back shocked "never mind... I still couldn't be a hero."

"Why not, super strength, super hearing, heat vision, you can fly." Bouncing Boy commented counting them down on his finger,

"First, how do you know about all that... and second, I can't fly." Clark replied

"We know this is a lot to take in, but you've got to believe us." Saturn girl urged

"I can't help you, I'm sorry. You guys better go before you get into trouble." He stated

"Don't you want to know more about your powers... come with us and you won't have to hide them anymore." She responded

"Even if I wanted to, I can't just leave... What about my job?" Clark asked

"They won't even notice you're gone." Brainy smiled

"Yeah... this part confuses me too." Roxy stated confused

"What do you mean?" Clark asked

"Come help us and we can return you to the exact moment you left." Brainy replied

"You can do that?" he asked

"Just in time from chicken and dumplings." Bouncing Boy smiled

"CLARK... DO YOUR FRIENDS WANT TO STAY FOR SUPPER?" his Mum asked

"Ooh, can we, can we, can we?" asked Roxy grinning only to have everyone annoyingly ignore her

"Haven't you ever wondered what the future holds for you? Now's you're chance to find out." Saturn girl smiled. He thought for a moment and Roxy smiled hearing his thoughts as he smiled

"I'M GOIN TO THE FUTURE MA... BE BACK IN A FEW MINUTES!" he yelled and Roxy clapped

"TAKE A SWEATER!" she yelled back and Brainy typed on his arm and the Time pod reappeared, B5 Roxy and Bouncing Boy walked in first and Saturn girl held out her hand and Clark took it as they stepped in. The door closed and they disappeared in a flash of light.

"Future?" asked his mum who'd just walked into the kitchen. The legion Head quarters were being decorated by Phantom girl and Triplicate girl for Clark's arrival, Triplicate girl hung up a banner

"Walla!" the three smiled as the banner showed the words 'welcome Superman'

"Good job triplicate girl." Phantom girl commented smiling

"If you ask me, digging up some old hero from the past, makes us look desperate." Lightning lad stated folding his arms

"Maybe that's because we are desperate." She replied and roller her eyes "Lightning lad, this is the fatal five we're talking about, Roxy has trouble with them, AND even the science police are afraid of them, we need all the help we can get."

"You tell him Phantom girl." The three triplicates stated in unison as a light shone behind Lightning lad

"It's him!" Phantom girl exclaimed the flew through Lightning lad and the three triplicates just pushed past him , the light shone brighter and the pod appeared and opened, Saturn girl and Brainiac 5 were the first ones out then Bouncing Boy, then Roxy jumped out and turned around

"Welcome to our humble home dude." She smirked and helped him out and as soon as they saw him, Triplicate girl merged and looked depressed as well as Phantom girl looked depressed.

"Is that... Superman?" she asked and Brainy went to comment but Lightning lad cut him off

"Haha, Superman? More like super geek." And he put his arm around Brainy "Brainy you've out-done yourself this time. You really think this guy is going to help" He mocked and Roxy punched him

"Shut it ego boy." She stated threateningly

"I know what I'm doing, just give him a chance." Brainy stated

"Hi, I'm Clark." He smiled holding out his hand "nice place you have here."

"It's a keeper." Roxy smiled

"Thanks. Ok, let's see if he can keep up." Lightning lad stated to Brainy who noticed Roxy was threatening him behind Clarks back to make him say yes and now he'd noticed she was acting like she hadn't done anything at all. On the way to the weights room Clark was talking to Saturn girl

"What's goin on between those too?" he asked looking at Roxy and Brainy who were chatting

"Well, everyone knows this but Brainy so I might as well fill you in... even though they both come from completely different worlds, she has quite a crush on him." Saturn girl smiled

"And he doesn't know?" he asked

"He may know a lot of things... but when it comes to that, nope, he'd never notice it...ever." she stated

"Why doesn't she tell him?"

"She's afraid he would ignore her afterwards... also she's shy when it comes to that." She smiled

"Ah." He chuckled and they arrived

"Okie dokie Clark, you stand over there under them huge weight lookin things and we'll start this off." Roxy grinned he smiled and walked over to where she directed as she walked over to the control panel and stood next to Brainy as the weights came down

"They use these things to compress Tyrillium, hardest substance in the galaxy... let me know if it gets too heavy." Lightning lad sneered and pushed up to start it

"Don't hold your breath." Clark spoke with confidence

"We're just getting started." And he raised the weight level making Clark find it harder to keep it up then finally he pushed it to the max and Clark was straining himself to keep it up "oh... he's losing it!" he called

"COME ON CLARKY, DON'T GIVE UP!" Bouncing Boy yelled

"YEAH COME ON DUDE!" Roxy cheered but Clark couldn't take it anymore and ran out from beneath it before it crushed him and Lightning lad jumped over

"This... is your superman?" he mocked

"I have no idea who this superman you all keep talking about is... but it's not me ok? You don't want my help, then fine." He stated and sped off

"So... he's no superman big deal." He commented and Roxy punched him...hard.

"You're a jerk do you know that!" she exclaimed and ran out after Clark as he rubbed his very sore arm

"In your effort to test him Lightning lad... did you bother to check the scale?" Brainy asked and Bouncing Boy walked over

"Is that how much he lifted?" he asked shocked

"How much?" Lightning lad asked

"3000 tons... approximately." Brainy responded

"Oh... really?" he asked shocked

"I'll go find him... I'm sure Roxy already has." Saturn girl stated then walked off. Clark had sped around New Metropolis

"I'm definitely not in Smallville anymore." He commented and ran, he found himself at a museum... for Superman. He walked inside and a voice alerted him

"Things sure have changed eh?" it asked and he turned round to see Roxy smirking as she stood up from a bench like she'd been there for a while. "I read your mind and analysed your trajectory output, so I teleported here and waited." She smiled as he looked confused "in English; I read your mind and knew you were headed here." She grinned and he mouthed an 'oh' '_he's at the museum Saturn _g_irl.'_ She thought

"You're right... they have changed, a lot." He agreed

"Lightning lad is a bit of an ego maniac...I take the mick out of him all the time for it... you just have to learn to handle it." she chuckled as he sat down in front of a costume

"I noticed that one." He smiled

"We did bring you here for a reason though." She stated seriously

"What reason?" he asked

"A team of villains called the Fatal Five... they were put away by the legion a while back...before I joined, my past is a bit of a dark one... I was one of them, but I left and joined the legion." She explained

"So they're really bad guys then?" he asked

"It's a lot to handle we know." Saturn girl stated behind them

"How did she find us?" he asked

"I sent her a mind wave..." she replied

"So what Bouncing Boy said was true then... I really can fly?" he asked

"Cool isn't it?" she asked and sat down next to the two "I'm sorry we brought you here... it's not your fight. We'll take you back... we can even erase your memory, you'll forget all about this." She stated and Roxy frowned

"So these Fatal Five guys are pretty bad huh?" he asked

"The worst. The giant Validus, probably as strong as you." she stated

"His feet reek!" Roxy commented

"Mano, he can destroy with a touch."

"But he sucks at telling jokes."

"Tharok, as smart as Brainiac 5 and armed to the teeth."

"...ok you is wrong girl... his teeth and feet ain't armed and he ain't as smart and the green dude."

"The persuader... his atomic axe can cut through anything."

"He's ticklish."

"And the Emerald Empress their leader... her Emerald eye of Ekron is the source of her power and the tool for her cruelty." She finished

"But she makes nice pancakes."

"It took the entire legion to put them in jail... they've escaped and now they're comin back...for us." She stated dejectedly

"What about the police or the army can't they help?" he asked

"Those wimps? They couldn't harm anyone." Roxy stated seriously

"To put it in my terms, not against criminals like these, we're on our own... and they know It." she stated sadly and both Roxy and Saturn girls rings beeped then a holographic image of Lightning lad appeared

"Roxy Saturn girl, get back to the base now! They're coming." He stated and the ring went back to normal

"Well then, it's time to kick some backside." Roxy smirked stretching her back then she teleported away.

"You should stay here." Saturn girl urged

"Ma and Pa always say never turn your back on a friend in need, you brought me here for a reason, I'm coming with you." he stated. Back at HQ Roxy had teleported back and shocked Brainy when she landed on him

"You should seriously work on your landings." He stated and she laughed nervously and blushed as she'd landed directly on top of him into a rather awkward position.

"I've sent a code red to ever legionnaire." Phantom girl stated

"And?" Asked Lightning lad

"Shrinking violets under cover..." stated the white triplicate

"Colossal Boy is still on Brall." Stated the orange one

"What about Cosmic Boy?" he asked

"At the outpost, he'd never make it in time." Saturn girl commented

"We're it sparky." The purple one stated

"Do I not count?" asked Roxy annoyed

"What can I do?" asked Superman as Brainy talk to Roxy

"If your smart you'll go back home." Lightning lad replied

"I'm here, I wanna help. I have superpowers." He responded

"You've never used them."

"I have used them!" he retorted

"Not like this you haven't."

"Oh let him help you ego prune." Roxy stated folding her arms. Meanwhile outside the base a large explosion was heard and through the smoke came the Fatal five. When the Emerald Empress saw the ten heroes she sneered

"This is it? I would've expected a bigger turnout from the legion of superheros." She spoke nastily and the ten got ready to fight

"There's five of them and ten of us... nooo problem, right Clark?" Bouncing boy asked as he put his shades over his eyes Clark responded by speeding off "...we may have a problem."

"Hmm, looks like you're a little short handed this time." She sneered

"Bring it on green queen! We put you away once, we can do it again" Lightning lad exclaimed and Roxy took her necklace off revealing her Zorainian form

"Take 'em down boys." She commanded and they charged at the legion

"Whatever you do, don't look directly into that eye." Saturn girl instructed and they flew off into battle. Phantom girl phased through the persuader and pulled him to the floor then Triplicate girl span her other selves round and launched them at him which he countered back smacking them away with his axe then they were forced together when Validus squished them with his hands then he went after Bouncing Boy who was then hit by his Laser and hypnotised by the Eye

"Your mind is mine." She sneered

"Do you mind?" Roxy asked and launched rocks at her which were covered in fire but they missed and she was smacked by Tharoks laser gun as he tried to hit Saturn girl. Phantom girl was smacked away by the Persuaders axe then Hypnotised by Empress's eye. Brainiac 5 was fight Mano and Launched his arm forward but Mano grabbed it and flung him round into the Eyes ray hypnotising him

"BRAINY!" Roxy yelled and shot the eye but it bounced off and hypnotised her too and she plummeted towards the floor and landed with a hard thud whilst Lightning lad tried his hardest to fend Validus off Empress aimed for him, he flew down and then was shot by Tharok and fell next to Roxy as Saturn girl was dropped on the other side of him

"Where's Superman when you need him?' he asked. Meanwhile Clark had took the costume from the Museum

"Up up, and away!" he exclaimed then flew up and crashed into a pipe "gotta work on that." He stated then flew off. Empress was tryin to hypnotise Lightning lad

"It's kind of sad really, watching you struggle like this... you're just going to end up like the rest of them." she sneered

"No... I won't." He struggled then was made to open his eyes and was hypnotised. Saturn girl awoke and Brain blasted her making her cry out in pain

"Strong mind, but your body is weak, and when that goes, it's lights out!" she stated and the Eye lit up and blasted her as Clark crashed into the floor and came out of the smoke coughing

"Let them go Empress." He ordered

"Love the cape... very 21st Century." She chuckled

"Last chance." He stated

"You're braver than you look, but I'm afraid you're too late... teach him some manners guys." She instructed and Tharok shot him but it bounced off, then Persuader smacked him into the floor but he punched his way back up, Mano picked him up then blasted him to the floor (what is the point in that?) then Validus stomped on him with his big smelly feet and Mano covered his mouth as the eye shot a green beam down to hypnotise him, as he struggled Saturn girl woke and broadcasted a mind wave '_look at Clark, if he's not going to give up, we can't either you have to fight it!'_ and they all woke up,

"ALRIGHT GO CLARK!" Roxy cheered then got dirty looks from everyone "...too much?" She asked and they all nodded as Clark tried his hardest to keep his eyes closed

"Now play nice and look into the eye." She instructed

"If that's... what you really want." He struggled and opened his eyes letting out his laser vision which shot the eye then became stronger and shot them all. When the dust cleared he was stood there with his eyes shining red and the five were on the floor

"Hey, they're getting back up!" Brainy called

"Then lets put 'em down for good." Lightning lad stated as his eyes shone and his scare lit up.

"Must, kill... Empress." Roxy smirked sounding robotic then flew off with the others, Brainy went up against Tharok and he blocked the first attack and Brainy transformed into his Coluan form and guns emmited from his shoulders and arms. Next this you see is Tharok running away then being blasted by Brainy

"Aww is the poor widdle Robot afraid of the big Coluan?" Roxy teased then helped Clark with Empress. Then Bouncing Boy and Triplicate girl smacked the Persuader into the wall, he stood up and Triplicate girl blew a raspberry at him and he swung his axe at her but she duplicated then he swung it sideways and she triplicated then merged as Phantom girl phased through him and took his Axe and Triplicate girl separated and kicked him away then merged. Saturn girl was against Validus, he roared at her and she put her hand against his head and thought '_help my friends'_ she instructed controlling him, he turned around and grabbed Man then flung him away as Lightning lad looked confused until he saw Saturn girl controlling him, Lightning lad turned around to see Clark fighting off the green ray from the eye, but he was blasted down to the floor

"Hit her with your freezing breath." Lightning lap instructed

"My what?" he asked

"Think cold and blow." He replied and Clark flew up and blew out cold air as Roxy fired water so they froze her and her weird eye. Clark landed on the floor and caught a frozen Emerald Empress and her eye in his arms as Roxy just stood there bored. Mano and Validus were the first to be put in front of him then the Persuader was carried there by the three triplicates then Brainy carried Tharok over and dropped him to the floor. Just then Empress closed her eyes and teleported them away.

"Hey...where'd they go?" Clark asked shocked

"Teleported, they could be anywhere in the galaxy at this point" and he smiled "... but I think they got the message." Back inside

"I knew he could do it." Lightning lad Stated and everyone surrounded him "ok... maybe not at first." He corrected

"Do you guys always have this much fun?" Clark asked

"Pretty much." Phantom girl responded

"I guess we'll take you home now." Brainy sighed sadly and Roxy nudged Clark

"Stay." She whispered and he smiled

"Wait a minute... you said you can take me back to the same moment I left right?" he asked and B5 nodded "you know I didn't get a chance to see new Metropolis." He smirked

"And you didn't really get a chance to try out all your powers." Saturn girl smiled and Brainy turned around and smiled

"Maybe I should stay a little while longer." Clark smiled

"Well, as long as you're here, you'll be needing these." Brainy stated and shown him a belt and ring. Clark clipped the belt on and put the ring one his finger

"Aright Clark!" Phantom girl exclaimed

"Yeah!" commented the three triplicates

"Way to go Clark." Bouncing Boy

"You know, Clark just doesn't cut it as a superhero name... if you're guna be on the team you're guna need a new handle, just like the rest of us" Lightning lad smirked

"What about me... I use my own name." Roxy stated only to be ignored again

"I already have one." He stated

"You do?" he asked

"Superman." Clark answered. (Cut to outside in mid air.) The team were outside flying when Superman fell out of the sky then came back up next to Brainy

"Turbulence." He stated

"Try it like this." Brainy smirked and put on arm in front of the other and he copied what he did

"Hey, I like it." he grinned and flew to the front

"Dude! That's my spot!" Lightning lad yelled.

"Shut it ego boy!" Roxy exclaimed.

**END OF CHAPTER!!!! –Faints-**


	2. Timberwolf

Chapter2-Timberwolf

On a distant planet from earth the forests succumbed to darkness as an aged man wandered through in search of something, in his hand was a tracking device and to his left and right were robots to keep him safe. The Robots advanced on the bushes but he put his hand up to stop them

"Show yourself!" he ordered and a rustle was heard then a deep growl, a wolf-like creature sped past the bushes and towards the man. Not knowing where the beast was it took the robots down with ease just tearing through them with razor sharp claws. The elderly man ran off into the forest to escape the beast, as he ran past a cliff the wolf creature was atop it, it howled at the three moons then jumped down after him. Meanwhile not too far away a large glorphax was situated near an asteroid cluster

"There are ships inside that thing!" Superman stated

"Yeah... a glorphax will eat anything." Lightning lad replied

"Anything I need to-" and he was cut off

"Watch and learn Superman, watch and learn." Lightning lad smirked and flew off towards it and charged up an attack then fired it at the monster only to have it bounce back and miss them both by an inch

"That... worked well." Superman commented

"Haven't you two gotten rid of that thing yet?" Saturn girl asked from the ship

"We've got it right where we want it Saturn girl." Lightning lad responded then a tentacle wrapped around him and pulled him out of sight on the screen from the ship, as she put her head in her hand the alarm went off in the ship

"What's goin on?" Bouncing Boy asked

"We're receiving a transmission on the Emergency channel." Brainy explained then he pushed a button on the control panel "look." He instructed directing their attention to the screen where an elderly man appeared

"Legion of Superheroes, this is Mar Lando of Rhall; your immediate assistance is needed." He stated and a crash was heard "please." He pleaded then the screen fuzzed out. They looked at each other shocked. Outside Lightning lad was being pulled around by the tentacle

"Forget globby and get back inside, we have a mission." Saturn girl informed them as Lightning lad fired an electrical beam at the tentacle and Superman pulled it off him

"What about this Mission? We can't just leave this thing out here." Superman stated. As Lightning lad flew off Superman tied the tentacles together span the creature round and launched it farther into space then flew to the ship

"You could have just done that in the first place you know." Lightning lad stated

"I was watchin and learning." Superman mocked earning a glare from him. The ship was off and Brainy decided to annoy Bouncing Boy... from across the room. Roxy turned around to see Brainy had his neck stretched out to talk to Bouncing Boy which made he stop dead in her tracks and look confused at why he'd do that anyway

"Can I help you?" Bouncing Boy asked

"You're flying without the auto compensators." He stated and Roxy mouthed and 'oh' then continued what she was doing "I specifically designed that sub-system to assist you." he stated and stretched his arm over

"No offence Brainiac 5, but when I fly a ship... I actually want to fly it, not babysit a console." He retorted and Brainy tried to push the button "hey what are you-?" and he pushed it

"O oh." he stated and the ship wobbled causing everyone to tumble around the ship, Lightning lad caught Saturn girl as Roxy B5 and Bouncing boy crashed into the side, luckily she crashed into Bouncing boy... so it didn't hurt, but then the ship moved more and everyone except Lightning lad landed in a heap on the floor, Brainy and Roxy however, landed in a very... embarrassing situation meaning...

"Ooh Roxy and Brainy sitting on the ship K.I.S.S.I.N.G first comes love then comes marriage then come the-" Lightning lad sung but was cut off, at that moment they broke apart with Roxy blushing like crazy and B5 just not bothered

"You finish that song and you're dead meat." Roxy threatened as he held up his hands in a mock surrender whilst she advanced on him

"That felt like we hit something." Saturn girl commented

"Technically we did, the planet Rhall, we've just entered the atmosphere." Brainy replied as the ship started beeping, Bouncing Boy rushed over to the control panel

"Stabilizers offline, atmospheric thrusters at 20, this is guna be a rough one." He stated urgently and everyone held on as the ship crashed into a rock then made a terrible landing on the floor. Lightning lad helped Saturn girl up and Superman helped Roxy whilst Brainy analysed the wreck and Bouncing Boy sat outside on a rock

"It could be worse." Superman declared as he helped Roxy out of the ship

"Thanks." She smiled

"How? We're grounded." Bouncing Boy stated

"Well, we could've disintegrated upon re-entry." Brainy answered in a monotone.

"Hate to spoil your feel good moment, we this is a rescue mission remember?" Lightning lad asked and took off and the others followed as Saturn girl sensed something like voices, she stopped and looked toward the forest then turned around lookin scared and flew off. She caught up quickly and flew next to Roxy who was also behind

"You ok?" she asked

"Yeah, I'm fine." She answered

"You look kind of spooked." Roxy smirked

"My ex-ray vision is picking up lots of stuff moving around down there... but nothing remotely human." Superman stated

"Rhall is known for it's abundance of wildlife, most you would classify as, unfriendly. Aside from Dr Lando's research station little else is here." Brainy commented

"What about you Saturn girl, sensing anything?" Superman asked

"Everything... and nothing, there's just too much noise, but back at the ship I'm pretty sure something was watching us." She answered looking back

"Ok now you're creeping me out." Bouncing Boy commented

"Anything from you Roxy?" Brainy asked

"Erm, I, er... same as Saturn girl." She stuttered and blushed a bit and he gave her a weird look but carried on

"Bingo." Superman stated and everyone looked at him funnily "that means I found it." he stated and pointed down so they all followed him and ended up at a large facility, Roxy held her head like she was about to faint

"Roxy?" Brainy asked and caught her before she did

"It's... nothing, I, just feel... pain." She muttered and he helped her stand up

"But it seems pretty quiet." Lightning lad stated, as they looked around the lights shone and the doors opened and a man walked out

"Don't be deceived, these woods are more dangerous than you can possibly imagine." He stated

"Dr Lando I presume?" Brainiac 5 asked shaking his hand

"Yes, yes. Come inside quickly. It may be safe for the legion, but an old man like me doesn't stand a chance out here." He stated and walked back inside and they followed but Roxy hesitated, she could feel something wasn't right. She decided to talk to Brainy about it

"Brainy?" she asked as she caught up to him

"What?"

"Something doesn't feel right about this place; you know how as a Zorainian I'm connected to the wildlife of any planet I visit... it's like they're hurting somehow." She explained

"Is that why you almost fainted?" he asked

"I believe so; all the emotion is too much. I don't know how Saturn girl isn't feeling it." she stated

"Well, we can investigate later, is that ok with you?" he asked and she smiled and nodded as they came to a room.

"My repair facilities are at your disposal, I only ask one thing in return." He stated

"Of course, we can take you anywhere you need to go." Superman smiled

"Oh I can't leave Rhall, my work is here, that's why I called for help, what I need is for you to make it safe." He informed them

"Safe... From what?" Saturn girl asked

"A creature... out there, this creature it's destroyed everything dear to me; my research, my team... my son." He said forlornly and shown them a picture of him "that's Brin, remarkable young man... takes after his father, don't you think? He had so much potential, but now... I want it caught, and I want it brought back to Me." he stated

"Don't worry, we'll find your creature." Superman assured

"And I'll make sure it will never harm anyone again." Lightning lad smiled but Saturn girl looked uncertainly at him

"Brainy, I'm not sure about this." Roxy whispered

"You can stay with me and Bouncing Boy whilst repairing the ship." He replied and she nodded but still didn't find it any more comforting to know that a creature of the forest was about to be injured severely. In the hanger Bouncing Boy and Brainy worked on the ship whilst Roxy stood to the side holding her head

"You can't substitute a plasma conduit for an injector port Bouncing Boy; it's not in the schematics." Brainy stated as he unscrewed one of the screws in a panel on the ship

"Brainy, it's called improvising, you should try it sometime." He replied smirking

"A twelfth level intellect has no need for improvisation." He responded

"Fine, if you're so smart... fix it yourself." Bouncing Boy stated and walked off as Brainy unscrewed another screw

"Where are you going?" he asked

"Anywhere you're not." He replied

"Dr Lando asked us to confine ourselves to the hanger, he insisted!" he exclaimed

"So I'm improvising!" he yelled back and walked off as the doors closed

"Was it something I said?" he asked

"WILL YOU ALL JUST SHUT UP!!!?" yelled Roxy and got a weird look from Brainy

"Not you, there's too many voices here, they're givin me a migraine." She stated and he mouthed an 'oh' then she stood up and helped him. In the deep forest Saturn girl Lightning lad and Superman were looking for the creature

"You're awfully quiet Saturn girl, not scared are ya?" Lightning lad asked smirking

"I'm fine" she stated quickly and they both looked at her and she sighed "it's just this place, you remember when I said I couldn't sense anything?" she asked "well, that's not exactly true... I keep getting an impression, sounds really... It's as if hundreds of life-formes are calling out for help." she explained 'something's going on here, something bad." And they heard a sound like electricity,

"Hey check it out." Lightning lad stated and picked up a robot part "robot parts... wonder if our creature did this." He stated and Superman heard something

"I have a feeling we're about to find out." Superman stated as tons of robots surrounded them

"Not scared are you?" Saturn girl asked as Lightning lad shot on. Superman punched a few as Lightning lad fired at more but it bounced off and they swung for him but missed and cut through a tree only to have it fall down on top of them. Saturn girl was surrounded completely, they jumped at her but stopped in mid air as her eyes shone they were blasted away then she fell to the floor unconscious. As more advanced on her a howl was heard and the creature jumped from an unknown place and destroyed two of the robots then roared at the others making them back off. As the other two flew towards her Lightning lad arrived first to find her gone

"Saturn girl!" Superman called as he caught up to Lightning Lad

"She's gone." He answered. (Then two bunnies start smacking themselves on the head with a hammer on my TV...weird) back in the building Bouncing Boy was walkin through the many halls when he was stopped by a load of machines,

"Restricted area." One of them spoke

"No problem I was just leaving." He replied then tried walkin past them but was stopped

"Restricted area, restricted area, restricted area, restricted area." They spoke and raised their weapons, his eyes widened and he bounced away as they all followed him. Back in the forest Saturn girl awoke in a cave somewhere to find herself in front of a fire

"No more thought blasts." She mumbled and a wolf-like thing began growling as it stepped out of the shadows, her breath hitched in her throat

"Get away." She panicked and kicked it across the face and it growled even more and advanced on her "stay back! I have powers, and I will use them." she threatened and made a dash for the exit of the cave but it blocked her off knocking her to the floor "ok, I'm not leaving." She stated "just don't eat me." She spoke fearfully "nice place you have here..." she started as it sat down on the other side of the fire. "Who, built this fire?" she asked "was it you?" she asked and it walked over to her and tried to draw something in the soil "are you... tryin to tell me something?" she asked and it growled as if saying 'yes' then carried on drawing but messed up and wiped it off then held its head in annoyance "if you'll let me read your mind I can... wait, why do I need permission, it's a monster." She wondered and put her hand to its head and read its mind, flashes of Dr Lando and an experimenting table came into view and him being transformed into that monster. It jumped back roaring in what seemed to be pain but more anger "what have they done to you?" she asked as it howled

"GET AWAY FROM HER!!" Lightning lad yelled and fired at it

"No! It's not what you thin-!" but she was cut off as he fired at the beast when it had moved in front of her to protect her and was knocked into her and against the wall knocking her out cold, it moved over her checking if she was ok but was then pulled away by Superman and launched into the roof as Lightning lad checked Saturn girl

"She's just knocked out, you on the other hand WON'T BE SO LUCKY!" he yelled and charged up his attack then fired at it as it shielded it's face Superman went to hit it with a spiked rock but it grabbed the end and smashed it to the floor then launched the other end at Lightning lad pinning him to the floor. Then it picked the rock up and went to punch him twice but missed and Superman picked it up and it grabbed Lightning lads chest leaving a nice scratch as it landed on top of Superman then jumped back as Lightning lad shot it and got Superman instead "ooh, sorry about that." He apologised after getting an annoyed look from him. Then the wolf jumped at him from behind but he ducked and it jumped for Superman then was punched back to Lightning Lad who grabbed it and shocked it as it howled in pain. It fell to the floor and tried to stand up but fell as Lightning lad was about to finish it off but Superman stopped him

"I think you got him." He stated holding Lightning lads arm back who pulled out of his grasp and looked over the unconscious beast. Back in the hanger Brainy was working on something whilst Roxy helped out

"I'm not worried." He stated and Roxy rolled her eyes "there's no reason to worry."

"Brainy, why don't you go find him?" she asked and he nodded and flew down then opened the door

"And even if there were, Bouncing Boy can take care of himself." He stated then saw Bouncing Boy at the door tied up in blue ropes

"Little help here?" he asked urgently

"Hold still!" He exclaimed then extended all his fingers to each of the robots and shocked them all blowing them up and releasing Bouncing Boy he ran over to him and held out his hand to help him up

"Nice save there." He smiled taking it

"Thank you, I improvised." Brainy replied smiling, as he pulled him up Roxy walked out

"What happened here?" she asked

"I was attacked." Bouncing Boy stressed then she held her head as a noise sounding like growling was heard.

"Come on." Brainy stated and they flew round a corner to see a load of claws comin out of various cages

"Don't leave the hanger eh? I can see why?" Bouncing Boy stated

"I assume we'll be snooping?" B5 asked and Roxy and Bouncing Boy smirked

"Oh yeah." They both stated in unison and headed inside. Lightning lad and Superman were flying over the forest Superman held the wolf creature in a net like thing and Lightning lad held Saturn girl, the beast struggled tryin to break free

"Easy fella, I don't want to drop you." he stated

"Go ahead, save us the hassle." Lightning lad spoke angrily

"Is she going to be ok?" he asked

"Yeah, it's a healing trance, be careful what you say though, sometimes she can hear you... found that out the hard way." he mumbled the last bit as they continued flying. Roxy Bouncing boy and Brainy were outside the building when Bouncing Boy tried communicating with the others

"Stop! Lando will no doubt be monitoring communicator traffic. Perhaps if I think hard enough Saturn Girl might just notice my brain waves." Brainy stated with both hands to his head

"...or we could just do this." Roxy smirked and both her and Bouncing boy yelled "HEY GUYS DOWN HERE!!" they yelled and the two flew down

"Looks like they caught it." Bouncing Boy smirked then saw Saturn girl as Roxy ran past and over to the wolf creature

"What did you do!?" She exclaimed and went to unleash it but was stopped by Brainy

"O oh, healing trance, is she going to be ok?" Bouncing Boy asked

"She better be." He replied

"Whoa, nice scratch, I hope you don't turn into one of those things." Bouncing boy smirked.

"Dr Lando has been conducting outlawed experiments on the indigenous life forms here, this creature is undoubtedly connected." Brainy stated as Roxy put her hand to the beats head

"What do you think it is?" Superman asked and a groan was heard

"...Not what, who." Saturn girl spoke, then gave Lightning lad an annoyed look "and you can put me down now." She stated

"How about a little gratitude, we just saved you from this thing." He stated

"It wasn't goin to hurt me; if you hadn't of come in fists-a-zapping I would have told you that." She stressed "I don't think Dr Lando has been completely honest with us." And she went to let it free

"Y-You're not goin to let it loose are ya?" Bouncing boy asked fearfully

"We have nothing to worry about... I hope." She state and let it free. It stood up and roared then sat back down again

"I'd feel more comfortable if we did this on the ship." Brainy stated and Roxy looked at him "what?" he asked

"Nothing." She smiled

"I doubt he would feel the same way." Saturn Girl replied "and for what I'm about to do we need him as calm as possible."

"In case things get a little, hairy." Lightning lad smirked and charged his hands up but both Roxy and Saturn Girl gave him a look that said 'put a cork in it' and he put his fists down "fine." He stated and she used her mind powers to show everyone what had happened to it causing it to rear up and howl in pain.

"You aren't a monster, you have control." She spoke clearly and it changed into a human like form of a male with grey fur and long black hair and long wolf like ears

"Interesting." Brainy spoke "he must have been in some kind of super agitated state." He assessed poking the male

"Brainy!" Roxy exclaimed

"Do you mind?" he asked lookin up and Brainy backed away shocked

"Do you, have a name?" Superman asked as the male looked at the others

"His name is Brin, Brin Lando." Dr Lando stated from above them, he was surrounded by monsters as robots that looked very dangerous "welcome home son." He stated

"YOU DID THIS YOU PLONKER!!" Roxy yelled venomously

"Well done Legion, I could've never brought him back on my own." He responded and Roxy moved in front of Brin and glared and the elderly man

"You used us, that distress call was a fake." Superman accused

"There is nothing more distressing than loosing a child." He retorted and Brin growled in anger

"Brin, don't let him get to you, you're in control remember?" she asked and he smiled

"Eh, no worries mate, I'd of sliced his head off by now." Roxy grinned and he smirked at her

"You better think of your next move, Dr." Superman stated

"How about... Back off." Lightning lad spoke

"No more experiments, I'm through, you'll never lay another finger on me again." Brin declared in a deep voice which would make most people shiver in fear

"Then you leave me no choice. Take them all." He ordered and the robots and monsters charged at the team and Roxy clicked her fingers and about five of the robots blew up at once as she smirked and took off her necklace reverting to her Zorainian form

"A Zorainian!?" Lando exclaimed as Superman destroyed three robots and Saturn girl created an image of Lando to scare the beasts away but was then attacked by robots, she flew but they caught her side and she ended up on the floor, as they were about to finish her off Brin jumped on them and ripped them to bits. Lightning lad fired at the robots destroying a few as Bouncing Boy carried Brainy as he span his hands round like razors destroying load of them at once

"Suggestion, you should deflate." Brainy spoke

"Thanks, but I think I know when to use my powers." Bouncing boy retorted and was then smacked into a tree as Brainy landed on his feet on the floor. He Extended his arms to the robots head and was shocked

"You're pretty good." He smirked and jumped over the robot as its arms came down on where he stood a second before; he stretched his arms out and sliced the robots arms off then ran around it and completely destroyed it. "but I'm the one with the twelfth level intelligence." He smirked rubbing his shoulder. Superman shot two robots with his laser vision then flew through the smoke and was jumped on by a load of monsters

"Dog pile?" he asked picking them up "that is so junior varsity." He smirked and threw them away. Brin and Lightning lad were back to back and facing Brin were robots and Monsters with Lightning lad

"Switch?" Brain asked and Lightning lad shot the robots

"This doesn't make us buddies or anything." He stated and Brin jumped over him and threw the Monsters away and then went after Lando. Roxy followed him who was followed by the others. He ran into his research lab and stupidly released the rest of the monsters, who in turn advanced on him

"Go, attack!" he ordered and they looked at each other then carried on advancing on him "no...stop! I am your master!" he exclaimed

"stupid stupid little man." Roxy sneered

"Help me!" he called and she turned away but Brin roared at the monsters and they turned to him then walked away silently

"I'd of let him get eaten." Lightning lad stated

"I almost did." Roxy responded and Lando went to walk away but Superman grabbed him by the coat

"Alright Doc, start talking." He ordered

"very well, what would you like to talk about first, my creations I suppose, perfect specimens... marvels of nature, but not nearly... human enough. No I needed a better subject for my crowning achievement." He stated lookin at Brin

"So you used your own son?" Saturn girl stated

"You sick moron!" Roxy exclaimed in anger

"it was to see him transform into the most formidable creature ever created for battle." He spoke as Brin growled at him "he should be thanking me, but no... he ran away before the process was complete." He sneered

"Change him back!" Superman ordered pinning Lando up against the wall

"He can't Superman, my DNA has already been altered too much, this is as close to human as I'll ever get." Brin stated and Roxy looked at him

"that's why I would have let him get eaten." Roxy stated to Brainy

"But for how long... a day, a week? You'll never be able to control yourself Brin." He stated

"Yes he will, and the legion will be there to help." Saturn girl defended

"What about him?" Bouncing boy asked pointing to Lando

"This sector is outside any jurisdiction... even intergalactic law can't touch me, and why would they, my work is a gift... I create life." He sneered

"What you create is suffering, and the forest out there is filled with it, Children look to their parents to protect them, the only thing I've ever been to you is a science experiment... your own son." She countered and destroyed every bit of technology in that room then stopped "never again." He stated and left with the rest of them. The ship took off from the planet a few minutes after

"I still don't see how we're leaving the planet without functioning atmospheric thrusters." Brainy stated bewildered

"Improvised." Bouncing boy smirked. Superman and Roxy were under the ship pushing it out of orbit

"You can do this on your own can't you?" she asked

"Yep." He smirked

"Well in that case, later." She smirked and flew into the ship. Later on

"Well...what do you think?" Bouncing boy asked, they'd found Brin something to wear, it was a Brown black and Orange outfit

"Umm, a little tight." He replied

"You'll get used to it...eventually." Superman smirked

"We can... find you something else to wear." Saturn girl offered

"Nah, I think it suits him." Roxy grinned

"It's not the uniform, what if he's right? What if I can't control this monster inside of me?" he asked

"I know how you feel." Roxy smiled

"And don't worry; we've got your back... just watch the claws." Lightning lad stated rubbing his chest where Brin had scratched it previously.

"Hm, it's a deal." Brin smiled

"Are you ready?" Superman asked then opened a black box to reveal a gold belt with a flight ring, he put the belt on and the ring then raised his left hand

"To the Legion of superheroes, I make this solemn pledge, to use my powers for good, to fight for justice and protect the innocent to aid my fellow legionnaires in times of peril and to keep their secrets safe. I choose a new name to honour the heroes of the past, I am... Timberwolf." He spoke

"YAY WOLVES!" Roxy grinned happily and everyone looked at her funnily as she glomped the fuzzy dude.


	3. Power Storm

Chapter3-power storm (my made up eppie)

_**Dream**_

_Everyone around her... dead, it was her fault, her power had done it_

"_YOU'RE A MONSTER!" Brainiac 5 yelled as he fell to death, she heard clapping, she span round to see the Fatal Five_

"_Well done my little puppet, well done." Empress sneered _

"_Thank you." she bowed._

Roxy awoke shocked and sweaty with tears in her eyes,

"Why didn't they just leave me to die?" she asked and buried her face in her hands. (Song here) Brainy was working in his lab perfecting one of his latest inventions at about 5am when Phantom girl walked in

"You're still up?" he asked and she chuckled

"I'm wondering the same thing with you. Did you finish that thing I asked you to do?" she asked and he nodded and took out a small box then handed it to her as he looked into a high tech version of a microscope

"Is that what you wanted?" he asked and she nodded

"So what are you doing?" she asked

"Analysing Roxy's power." He answered

"And?" she asked

"So far I've realised... if she decided to turn against us and use her full power... she'd even kill Superman." He answered and she gasped

"Let's hope that never happens." She stated and he nodded as she walked out. Morning came quickly to the legion and as always Roxy was first up drinking her morning coffee, nobody understood why she liked that stuff, she just did. And as always she greeted everyone with a smile on her face, something everyone liked about her, she could always cheer you up.

"Hiya Brainy." She greeted

"Hello Roxy, oh I analysed your powers by the way." He smiled

"Oh, and what did you find?" she asked

"You have remarkable power, what I don't understand is why you don't use It." he stated confused and she chuckled

"I don't use it because I don't have the need to, like you rarely use that super stage of yours." She grinned and he smiled and nodded

"You make an excellent point." He agreed "so...please tell me you at least read my report?" he asked and she smiled

"When do I not?" she asked "don't worry I sent off for that data as soon as I woke up, oh and, Saturn girl won't be able to make tonight's patrol shift." She stated

"Why?" he asked since the shift was with him

"She told me she had some important business on Titan, something about a relative's birthday." She smiled "no worries, I'll come with you." she smiled and he returned the smile

"If you have no plans then that would be perfect." He stated

"Well then seya later." She waved and walked off continuing her journey to the roof, another thin that everyone noticed, she loved the roof... it was her favourite place in the morning, or when she was upset about something, the only person who'd ever bothered to join her was Brainy... and that was when she joined... and that was only to see if she was a spy for the Fatal Five since he'd done snooping on her past. He continued his walk to the lounge where Saturn girl was getting ready to leave for Titan

"Did Roxy tell you?" she asked

"Naturally." He smiled

"And you're ok with it?" she asked

"Why wouldn't I be?" he asked

"Well, you'll be on your own on patrol." She stated

"Actually, Roxy has elected to go with me on the shift." He responded

"Oh, ok then." She smiled then went to leave but turned back "oh and by the way Brainy... flowers are a good place to start." She smiled as he looked at her confused "you'll figure it out yourself." She smiled then walked out as Timberwolf walked in

"Why is Roxy on the roof?" he asked and Brainy rolled his eyes

"It's her favourite place here... she's there every morning and whenever she's upset...so if you need anything, best to ask her in the morning, she'll only yell at you when she's upset." Brainy explained

"Oh." he smiled "I'll go find her now then." He stated then walked off to the roof. He found her led down staring off into space

"How can I help?" she asked

"How did you know I was here?" he asked

"Vibrations...and a ninja you're not." She smiled and sat up "now, what's up?" she asked

"You told me to come to you if I felt... uneasy about that monster inside of Me." he spoke and she smiled and motioned him to sit down

"Talk." She smiled

"Well, I keep having this weird dream where all around me is the legion calling me a monster, then just death, everywhere I look." He explained and she looked shocked "what?" he asked

"I had the same dream." She sighed and he mouthed an 'oh' but she smiled back "listen, the way I control it is I focus on the best things I have in my life, and they help me through it, just trust me when I say, everyone has their problems in life, mine and yours aren't that different... now what i want you to do is go have some breakfast and relax, when you forget about that dream you'll feel much better." She smiled

"Thanks... but could you tell me... what kind of monster do you have?" he asked

"One that... with my power unleashed... it could kill even Superman." She stated "when I was born, the elders of my city said that I'd die... my father pleaded with the council to help him, after much debating ten Zorainians stepped up and transferred their power to me... one of them was evil and transferred his evil into me as well as his power, I've suppressed it for a long time now, you're lucky, the monster in you can be stopped... mine... it can not." She explained sadly and he stood up

"You have a lot to handle...I respect that." He smiled and walked off as she smiled at his retreating form. She led back down only to shoot back up again then fly through the roof of the building and into the lounge where Lightning lad Superman and Brainy were situated

"What is it?" Brainy asked

"Something's not right." She stated

"Brainy, you go and scan the area, Superman head off and scan the outer perimeter from outside, I'll charge up the main systems." Lightning lad instructed and they all shot off "Roxy, you go help Brainy." He ordered and she nodded and took off after him. In the lab Brainy had instructed her to use the computer to scan the perimeter and he'd scan the city.

"I can't find anything, are you sure you noticed something weird?" he asked

"Positive." She stated and Superman walked in confused

"I can't spot anything." He stated

"Your powers must be on the fritz." Brainy assumed and stood up

"Ok don't believe me; I'll just search on my own." She stated annoyed then stormed out

"Maybe someone should head off with her." Superman suggested

"No, she'll be fine on her own to calm down." Brainy responded then went back to working on what he was the night previous. She was situated on the top of the highest building in New Metropolis scanning the city. '_Roxy!'_ a voice called and she looked around '_you can't escape your power!'_ it stated

"Where are you!?" she asked '_you'll see.'_ It stated then disappeared "I have a bad feeling about this." She stated sadly then took off back to the base. She tidied her room then listened to her music until the door was knocked on about two hours after. "Come in?" she called unsurely and Brainy walked in holding a clipboard

"Are you ready to start the shift?" he asked and she nodded and smiled then looked down "what's wrong?" he asked

"Brainy I did sense something." she insisted

"How can you be sure?" he asked "it was morning, you were probably sleepy." He reasoned "so what happened when you left?" he asked

"...I know I heard it..." she stated

"Heard what?" he asked suspiciously

"I-erm mean sensed it." she corrected quickly

"Roxy." He stated accusingly

"Ok fine...a voice called to me before...it just freaked me out." She admitted sadly and he just stared at her blankly "what?" she asked and he shook his head vigorously

"Come on, it's patrol time." He said quickly then walked out leaving her confused '_what happened there...just one sad look from her and I was gone...I'll look into it later'_ he thought as she followed. Roxy had noticed that night-time had come peculiarly fast.

"Brainy... what happened before? Why did you zone out?" she asked confused as they just continued flying whilst she flew with her back facing the ground and her front facing the stars

"To be honest, I'm not sure." He answered "what did the voice from before say?" he asked suddenly

"Oh, it called my name then stated that I couldn't escape my power." She informed him and he sighed

"Interesting, it could have been a freak mind wave just popping up, but I stand by my word that nothing happens by coincidence." He stated and she chuckled

"Come on, let's take a break." She smiled and grabbed his hand then pulled him in a different direction as his face became slightly darker as she held his hand '_what is going on?'_ he wondered confused

"Where are we going?" he asked

"For something to eat." She smiled

"This is highly irregular." He stated but then took it right back when she gave him a sad look "but... I'll let it slide this time." He smiled and she hugged him then let go quickly after she realised what she was doing and carried on flying as he just let her drag him along as he was in shock. First she took him to a fast food place where she bought a Moraongo Burger as he smirked and watched her eat the thing that was extremely fattening but she ate it like she couldn't give damn about that.

"What?" she asked with a mouth full which he chuckled at

"Nothing, you're just different from what I first expected when you joined the legion." He smiled and she swallowed and grinned

"What did you think I was like then?" she asked sitting down on a bench

"I thought you'd be like... one of them girls that cares more about how they look than anyone around them." he admitted

"Ugh I hate those people, they need to be shot multiple times with your super android modes laser." She stated and he smirked "so is that why you avoided me?" she asked

"Kind of." He answered (this is getting to be like a date isn't it )

"What else?" she asked and he chuckled

"I was the first one to find out about you being part of the Fatal Five... I did a bit of snooping." He answered sheepishly "I was a bit worried that you were a spy or something and out to kill us all." He finished and she smiled

"Nope, I will never try and kill you lot, you're all like family to Me." she smiled and looked up to the stars

"I know that now." He smirked and she stuck her tongue out at him childishly then flew up

"Well, by the looks of it, the city is fine for now... wanna race back?" she asked

"Ok but, you have to be fair, take the necklace off." He insisted

"But-but-but." She stated sadly and giving him the best puppy dog eyes she could but he kept his stern look '_damn she looks adorable like that...WHAT!!?'_ he thought frantically "ok fine." She sighed and took off the necklace then threw it down to him

"So your Teleportation skills are out and only your elements and flying works now." he smirked and she nodded dejectedly

"What's up?" he asked

"I look gross in this form." She whined and he smiled

"No you don't you look...very...pretty." he smiled and she blushed "now come on; you're meant to be beating me right now." He stated and she smiled and took off. He had a hard time keeping up with her but without her human powers... she wasn't as fast so he was able to keep up with her slightly. Finally they reached HQ and surprise surprise, she beat him

"How can you be so fast?" he asked

"Same as I can be pretty without tryin to be." She smiled as his face became darker '_WHAT IS WRON_G_ WITH ME?!!!' _he yelled internally and she let curiosity get the better of her and gave him a quick peck on the cheek "thanks Brainy." She smiled and walked into her room

"Y-Y-Your welcome." He stuttered then headed off to the lounge where Lightning Lad was watchin TV.

"How did the shift go? Anything strange?" he asked

"...not really." He answered

"Then why are you blushing?" he asked smirking "...wait, I didn't know you could blush." He spoke shocked

"For your information, nothing happened... and... I'M WHAT!?" he yelped running out as Lightning lad smirked. Later on Brainy was upgrading his files when a crash alerted him. He walked out of his lab, the alarm didn't sound so it couldn't have been an intruder... could it? He found Lightning Lad outside of Roxy's room "what is wrong Lightning lad?" he asked

"I heard a crash comin from inside Roxy's room, Computo said the doors can't be opened." He shrugged

"Computo, override locking system." Brainy ordered

"Unable to comply." Stated the monotonous voice

"You work on the door while I check for any bugs in the systems." Lightning lad instructed and he walked off. A few seconds later Brainy was working on opening the door when it shot open revealing a mess, everything was scorched with green energy traces, but no sign of Roxy, and then he remembered, he still had her necklace so she'd be in her Zorainian form. Then he clicked the necklace would track her energy signal and put up a vision of where she was... he built that into it when she wasn't looking... just for safety reasons '_yeah...that's it... safety reasons.'_ He thought and ran to the lounge. He called Lightning lad Timberwolf Superman Phantom girl Triplicate girl and Bouncing Boy to watch it because he was certain she'd been taken.

"Why wouldn't she just use her powers?" Bouncing Boy asked

"Fear of trashing her room perhaps... you know how much of a clean freak she is." Phantom girl chuckled

"Watch." Brainy instructed and they gathered round the small necklace as it shone up and shown darkness

"Does it show sound?" Superman asked

"One minute." Brainy stated and pushed a button on his arm and few voices came into hearing range

"Are you sure we can use her... it's not like she'll do it willingly, especially to that android." Stated a males voice

"Shut it! I'll control her, she'll have no choice, and we should have used her when she was with us... but we didn't; now we can." A female stated

"I'LL NEVER DO IT YOU SICK WAKOS!!" yelled what seemed to be Roxy

"That's her!" Brainy exclaimed

"YOU CAN'T MAKE ME! I REFUSE TO! I WILL NOT HARM THEM!" she yelled

"And who said you have a choice in this?" asked the other female

"I do!" she exclaimed

"Not likely." Stated the male and a picture of Roxy tied up in glowing ropes came into view as she started to glow and scream. After a few minutes she stopped and her face was shadow-cast

"I'll do what you wish, leader." She stated darkly and the vision fizzled out of view

"...everyone send a code red alert to every legionnaire... we're about to be attacked." Lightning lad spoke up

"It's no use." Brainy stated "with her power she'll leave the legion devastated, we can't stop her...and why should we have too?" he asked annoyed

"Brainiac 5, as leader I order you all to send a code red alert!" Lightning lad exclaimed and ran out to scan the city for her.

"Brainy, how well do you know her?" Timberwolf asked seriously as they headed off to send the alert

"I know her all too well, and I know we stand no chance." He spoke "also... I know it's the Fatal Five that have her; I recognised the energy signature over the walls of Roxy's room... they're controlling her... to make her use her powers on us, come with me." he stated and pulled Timberwolf into the lab and brought up Roxy's power file and Supermans power file "this is Superman now." He said pointing to Supermans chart "and this... is Roxy's." He spoke forlornly pointing at her chart, hers was a considerable amount more powerful than Superman and she had no weakness to Kryptonite; her weakness was yet to be found.

"How is she THAT powerful?" he asked shocked

"Long story." He stated "go send the alert... I have to finish up something." he stated and Timberwolf nodded then dashed out as B5 brought something up on the screen then pressed send. About ten minutes after loads of Legionnaires had arrived to help out with the situation, Saturn girl had apologised to her mother then arrived back on earth a few moments after, and a few other Legionnaires were there, like Colossal Boy, Shrinking Violet and Cosmic Boy.

"Where is she?" Saturn girl asked

"The Fatal Five are controlling her... we need as much help as we can get, but I am actually with Brainiac 5 on this... we're doomed." Phantom girl commented

"Brainy?" Triplicate girl asked

"What?" he replied

"What can she do?" she asked

"...kill Superman." He stated and she backed away shocked

"But I thought she could only use small amounts of power." She stated in shock

"That because she never uses her full power, she was afraid of what would happen." He spoke seriously "no matter how many Legionnaires we have... she has her powers and the Fatal Five behind her, we're done for." He stated and she put her arm round his shoulder

"We're not done for yet." She smiled "lets see her kill you. I'm positive she wouldn't even try." She smirked and Brainy looked at her confused but smiled anyway. Then a few moments after the alarm sounded

"She's here." He spoke sadly then walked off. Soon enough they were outside facing the Fatal Five

"So where's your guinea pig?" Lightning lad asked and Empress smirked as the five separated lettin the young girl walk past in her Zorainian form

"Be ready, she can do plenty of things... but only Brainy knows what she can actually do." Lightning lad stated "speaking of him...where is he?" he asked confused

"I'm here." He answered walkin up behind him in super android mode

"Oooh, I'm so scared of that pathetic piece of metal." Roxy sneered and he looked at the ground but then back at her angrily and she just smirked "did I hit a sensitive spot? Oh wait, you're wires... you don't HAVE any sensitive spots." She smirked maliciously

"That's my girl." Empress smirked evilly "now take em down." She smirked and Roxy walked forward and spread out her arms then closed her eyes, the team readied for the worst and she duplicated

"You may want to think about your next move." She smirked nastily and the legionnaires went after separate duplicates, Triplicate girl fought six of them Saturn girl had two, Lightning lad fought four Superman fought six and Timberwolf and Bouncing Boy fought 7 together whilst Phantom girl fought the real one. Just then they all disappeared

"Where'd they go?" Superman asked and was punched... hard into the wall, she was pulling an invisible trick. Lightning lad shocked a few of them but she just laughed and fired rocks at him. Saturn girl tried to find a fear but just couldn't find one, usually it would be one of the Legion in particular dying... but that wasn't about to work now was it? and she was blasted by a thought blast and smacked into the outer wall of the grounds. Phantom girl was knocked out cold with burn marks all over her and Timberwolf and Bouncing Boy had just been electrified and led face down on the concrete unconscious Lightning lad had almost been literally crushed by the boulders that covered him completely and the others on the team were down and out

And finally she stopped as Brainy looked around to see the entire team practically dead

"I told them it was no use." He muttered but wondered why he was left alive

"Wow, didn't get you? Well, I'll just have to deal with them then you." she stated then took a deep breath and let it out screeching creating soundwaves that blasted the legionnaires into the walls of the base and they landed on the floor with a sickening thud. Brainy looked around to see he was the only one left from the entire team

"Roxy you don't want to do this, you're being controlled, FIGHT IT!" he yelled as she raised her arms above her head a pulse like orb circulated in her hands

"Who says I want to fight it?" she asked chuckling evilly "do you know what will happen if I unleash this upon you?" she asked evilly

"What is it?" he asked

"An E.M.P." (electro magnetic pluse) She smirked maliciously as he stook there horrified, he knew exactly what would happen

"My systems would shut down for good." He answered and she disappeared then reappeared next to him

"Exactly." She purred down his ear

"DO IT PHOENIX!" Empress yelled

"DONT!" Brainy argued "once you do, they'll only kill you!" he exclaimed in more worry for her than himself which she caught on to

"Why are you worried for me android, I despise your kind and you." she spoke with hate filled words as the E.M.P dropped

"What reason have you to hate me?" he asked

"Your kind killed half the population of my people." She spat venomously

"But I didn't, I played no part in that and I never would." He assured and she looked at him uncertainly and her eyes flashed repeatedly red to purple and back and forth as she fell to the floor holding her head in pain '_it's working!'_ he exclaimed internally and finally they rested on purple but she still stood and raised a flaming hand

"You are no match for me android and you know this, do you not?" she asked

"I know." He answered waiting for the blast that would end his life

"Well then, in that case." She smirked and winked at him and the blast never came, but it did to the Fatal five "YOU...EVIL PEOPLE!" (I couldn't think of a better insult since this is a kid's programme)

"What happened?!" Empress exclaimed holding her singed stomach

"You lost." Roxy grinned and morphed into a blue haired wolf with sharp claws and teeth. "thanks for snapping me out of it Brainy; I hope the others can forgive me for what I've done." She hoped

"They know it wasn't your fault." He smiled and she grinned showin a set of pearly white sharp fangs

"Oh quit with the mushy stuff and let's get on with this." Empress declared "guys, she's tired out, take her down." She ordered and they charged. Validus swung at Roxy but she phased through the hand and kicked his back making him fall on top of Mano and the Persuader leaving Tharok and Empress left

"Oooh, fun." Roxy smirked evilly at Empress and shot her with tons of Electricity as Brainy fought Tharok

"How did you do it Android?" he asked whilst fighting

"What? Bring her back? Oh that was easy... I just reminded her of everyone she cares about and the words she spoke of before this happened." He smirked

"And what were they?" he sneered

"That she'd never harm any of the legion because we're all like family to her." he stated and blasted Tharok

"And that's all you'll ever be to her Coluan, a family member." He sneered and Brainy just shot him knocking him unconscious

"Whatever." He stated and kicked the Cyborg's head with his big shiny metal foot. The battle raged on with Roxy and Empress with each attack getting stronger and stronger and that blasted Eye helping out as best as it could didn't help Roxy, but the fact that Brainy had just shot it down did.

"THANK YOU!" she yelled and he smirked as she launched a water attack that knocked Empress out of the sky, she landed with a thud and Roxy landed next to her and put her foot on the green queens stomach "move and your head is blown to smithereens." She stated nastily and Brainy held his laser down at Empress

"Can I shoot her?" he asked and Empresses eyes widened she and the five disappeared

"I guess not." Roy stated then looked up at him "can you turn smaller please?" she asked

"Why?" he asked

"Just do it." she smiled and he did as she asked and she jumped on him hugging him "thanks for believing in me." she smiled as he blushed but returned the gesture, a few moments after a few groans were heard and Superman Lightning Lad Timberwolf Saturn girl Phantom girl and Bouncing Boy awoke and Lightning Lad immediately smirked at the two hugging teammates but decided to leave the jokes and teasing... for now.

Later on that night Roy hadn't left her room from guilt, until over the speakers came Lightning Lads voice "ROXY WILL YOU COME OUT OF YOUR ROOM?!!" he yelled and she couldn't help but laugh and she stood up and walked out to be greeted by Saturn girl

"Oh I am sooo sorry Saturn girl; I ruined your Mothers' birthday." She apologised,

"That doesn't matter Roxy, my Mother understands. Now everyone wants to see you happy again." She smiled and Roxy grinned

"Race ya to the lounge?" she asked

"You are on." Saturn girl laughed and they flew off. The one person she didn't see who she'd of liked to see the most was Brainy, she'd have to make plans to chat with him tomorrow but now she needed her rest, she'd used quite a bit of power that day and she was exhausted. She opened the door to her room and found something very... surprising, a bouquet of roses lay on her bed with a note attached and a small teddy. She picked up the card read it then smiled and put the flowers in a vase that she made herself at that very moment then led on her bed and fell into a deep sleep whilst hugging the small bear. The card read:

'_I know you may feel bad, but it was not your fault, don't ever blame yourself for it, all my love, your secret admirer. P.S I hope you like the flowers and the Teddy'_

-------------------------------------

**End Chapt!!!! –Sleeps- **


	4. Legacy

Chapter 4- legacy

The city was busy as always in New Metropolis as a robot...or what seemed to be a robot climbed over the roofs

"Is all this really so terribly necessary?" asked a voice on a small screen inside the robot. The female inside smiled

"Yep." She stated and moved the robot forward to the edge of the roof "come on Wodehouse, live a little." She stated and jumped off wings came out of the back and she soared through the sky but then a beeping noise alerted him

"Having a bit of trouble?" the voice asked

"Nothing to worry about." She said and pushed the ejector button but it flashed saying error "the ejectors not working." She stressed "but I can handle this." She spoke confidently as it fell. Just as it was about to hit the floor it stopped as Superman had caught it

"JEEZE COULD YOU HAVE CUT IT ANY CLOSER!!" Roxy yelled as the top of the robot opened and a girl with ginger hair jumped out.

"Thanks for the save." She waved and walked over to her car

"Anytime." He answered as the car flew off "who was that?" he asked but Roxy had disappeared so he headed back himself. The legion base was quite quiet that day, except for the constant tapping noise of Brainy's computer keys on his chair. The team were doing basically nothing, except for Roxy who was reading something whilst listening to some old music with her teddy next to her, she never went anywhere without that bloody thing and each time her 'secret admirer' saw her with it he ended up smiling leaving everyone confused at what he was so happy about. Superman flew in and landed in the middle of the room

"The weirdest thing just happened." He stated sounding bewildered

"Let me guess, you accidently walked into another trans-matter gate and ended up on mars?" Lightning lad smirked and Roxy shook her head at his idiocy

"Very funny." Superman stated sarcastically "No, it's just, I met this girl." He answered gaining Phantom girls attention

"Really? What's her name? What's she look like, ooh, is she cute?" she asked eagerly

"I hardly got a look at her; I don't even know her name." He stressed then saw a picture on Phantom girls we're screen thing "hey, that's her!" he stated and Saturn girl, Lightning lad and Brainy appeared lookin over his shoulder whilst Roxy just carried on reading

"What?" he asked

"Erm, you know that's Alexis right?" Phantom girl asked smirking

"Richest girl in the galaxy? Even I know who Alexis is." Lightning lad smirked

"She takes the 'privileged but misunderstood' act to a WHOLE new level, and... that's comin from an expert." She smirked

"She has her own privet planet called Magathar, collects rare Jovian power charms... and never wears the same shoes twice... or at least, that's what I think someone told me once." Saturn girl smiled

"Girl's way out of your league bud." Lightning lad smirked

"No-ones out of Supermans league, he's Superman." Brainy defended and Roxy smirked at Brainy defending his hero.

"Thanks Brainy." Superman smiled "guess it doesn't matter, it's not like I'm ever going to run into her again." Superman shrugged as Roxy got up to answer the beeping door. The sliding doors opened and a robot appeared as Superman walked up

"For you Master Superman." Roxy smirked and walked back to her seat

"Complements of Alexis." The robot spoke in a posh accent then dropped something in his hand, bowed and rolled off. Everyone but Roxy gathered round to see what it was as a holographic image appeared and Alexis's head appeared

"Sooo, there's this Charity thing tonight that I have to go to, and you're comin with me, the invite has all the details, see ya there." The face smiled the disappeared as the girls looked at him shocked

"Guess I have plans tonight." He smiled

"Yes you do, you and I are scheduled for patrol." Brainy stated

"O-oh, we are?" he asked

"No problem, I'll cover for ya." Lightning lad smirked "see if she has any friends." He whispered

"Superman, this is highly irregular, with the scavengers on the loose, I've calculated the optimum schedule for recognisance and-"

"Wait, wait a minute... the who?" Superman asked confused and he turned round to face them

"Didn't you read my report?" he asked and each one of them looked at him weirdly "did any of you? Except for Roxy because she's reading it now." He stated

"Brainy, it was 150 pages long." Phantom girl stated "I don't see how Roxy can actually read It." she finished and Roxy looked up with an eyebrow raised as Brainy sighed and walked over to his computer

"For one, it is 132, and for two, I can because I want to." She answered and Brainy smirked at her and she hid her face in the report

"And if you had read it, you would know that the scavengers are a gang of technology thieves, my data indicates that New Metropolis is their next target." Brainy explained what Roxy didn't as Lightning lad flew over

"You needed 132 pages to say that?" he asked sceptically

"I've also mapped out a patrol scheme covering the most likely targets and for superman, a little sight-seeing." He finished but then saw Supermans depressed look "but I guess I could alter the plan." He sighed sadly and Roxy walked over to him and smiled

"Cheer up Brainy... hey it's our patrol shift tomorrow, we always have fun on them don't we?" she smirked and he noticed the small bear in her hand and smiled as Superman came over she moved back

"What if I make it up to you, I patrol with you the night after tomorrow, and the next night...you and me." he said the night after tomorrow so Roxy wouldn't give him a good whack round the head for ruining her patrol shift with him.

"Really?!" he asked then realised what he did and went back to normal "I mean, that would be acceptable." He smiled and Roxy grinned. As Superman left Brainy and Roxy were headed to the lounge to watch one of Bouncing Boys regular classic showings.

"What is it this time?" Brainy asked

"Erm... if I remember correctly, he said it was a supposedly scary one...about vampires and werewolves." She smiled

"Oh perfect... another week of fright for Bouncing boy" he stated

"This is my kind of thing though." She grinned

"You know what, I think I'll pass." He stated shaking his head and turning the other way but was stopped when she pulled his arm

"Oh come on, don't be a moody dude, have some fun." She said tugging him back; he turned to see she was using that blasted Puppy dog pout that she'd mastered. He turned his head away from her quickly

"No, I need to check up on the scavengers." He stated '_don't give in don't give in DON'T GIVE IN!'_ he yelled internally and she sulked off with her teddy in hand (PUT IT DOWN WILL YA!!) as he walked back to his lab. Meanwhile Superman had arrived at the Charity thing then heard a beeping.

"What's up Brainy?" he asked in a hushed tone

"Just wanted to give you an update on the scavengers." He spoke as Roxy walked back in with another attempt to make him watch the cool film

"You're missing it, come on pwease?" She asked cutely then she heard Superman and shut up

"Go ahead." Superman spoke

"Currently there's nothing to report, but I'll keep you posted." Brainy smirked as Roxy smacked herself in the head he decided to watch the film after all.

"Thanks." Superman spoke with sarcasm evident in his voice. A woman tapped him on the shoulder

"Check your...cape sir?" she asked smirking as a few people laughed but he shook his head

"I must of read the invitation wrong, I didn't realise this was a costume party." Some snobbish guy stated rudely as Superman turned round

"Really? Then why'd you come looking like a stuffed morgue, oh is that you Court, I'm sorry that's how you always look, isn't it?" Alexis smirked and the guy stomped off in a huff

"Hey." Superman smiled

"Hi." She grinned

"Charming as always Alexis." Three girls stated sarcastically but equally snobby, Alexis Laughed sarcastically then stopped

"We're leaving." She stated dryly and they headed out

"What about your party?" he asked confused

"They got my cheque, that's the only reason they invite me to these things." She stated bored

"Although I can't say I'm disappointed to be returning home early for once." Wodehouse spoke

"So...then I guess this is goodnight." He stated and she looked behind her and smirked

"I've got a better idea." she stated and jumped on some random guys' motorbike and flew up into the air "try to keep up." she smiled and flew off as he took off after her whilst Wodehouse paid the money for the bike. Meanwhile

"Roxy I have to let Superman know of the patrol shift." Brainy commented

"Tell him when he gets back, come on, please watch the film, you never stay sat throughout one yet." She pulled his arm as he struggled to get through the door

"I can't... I have... to tell Superman." He stated out of breath and she smirked and released her grip making him tumble on the floor

"Fine be a party pooper!" she stated pretending to be annoyed and stormed back into the lounge as he looked at the door and then down the hallway, '_I hate this._' He thought annoyed then carried on his trek to his lab. Back with Superman as they flew his belt started beeping again

"For our patrol, I thought it would be fun to start in the Boston sector, then-"

"Not a good time Brainy." Superman spoke cutting him off, Brainy turned it off

"Fine, I'll go watch the movie then." He sighed and walked back to the lounge. The two had landed on a building

"You're crazy!" he exclaimed playfully and she put a finger to her mouth

"Shush, keep quiet and follow Me." she smiled and he followed her into the building, they hid behind a wall to get past the guard then she ran over to a panel bent down and began clicking buttons

"I'm not so sure we should be doin this." He whispered

"It's ok, I own the building." She smiled

"Then why are we sneaking around?" he asked confused and she opened the panel to reveal a tunnel

"nothing fun about a front door, also technically you're not supposed to be here unsupervised... a few problems with an experiment, now I don't know why the board of directions got so bent out of shape, the top ten floors look as good as new, don't they?" she asked as she climbed down the tunnel. "As Mutros's largest share holder, they're required to give me an office." She smiled opening a door to reveal a large room filled with games and small robots,

"This... is your office?" he asked and she smiled and shrugged then walked off "cool." He smiled and followed her.

"Oh that is sooo cool!" Roxy exclaimed as the good guy turned into a werewolf "he looks like you Timberwolf." She grinned at him

"I'll take that as a complement as you like him so much." He smirked as Brainy looked at her funnily "now I'm off to Rimbour, I'll be back tomorrow." He stated then walked out.

"Ok everybody shush; I must see the cool werewolf kick this vampires' backside... I never did like Dracula." She mumbled the last bit and everyone shut up before she shocked them. Nearing the end of the film the alarm went off

"NO!!! WHY NOW?!! YOU EVIL, EVIL PEOPLE!!!"

"We can press pause." Brainy smirked at her rant

"...I knew that." She stated quickly as he rolled his eyes

"It's the scavengers." Saturn girl informed them and the headed off as Roxy looked back at the TV mournfully then ran out but then ran back in and put her teddy on the couch.

"Having all this stuff is ok, it's the pressure I could do without" Alexis stated whilst they played some sort of holographic rugby game.

"Yeah, your work here seems very stressful." Superman smiled

"Do you have any idea what it's like to have everyone expect you to grow up to be some great important person?" she asked

"Actually I do." He chuckled a bit

"it's just that, I don't have a big thing I wanna do with my life, I just wanna be normal, tinker with my bots, have some friends, but I'm not even any good at that

"You know I have a hard time making friends here too, most of the people the legion run into all end up shooting at us." He stated weirdly. On the other side of the city the Legion were doin their best to fight off the scavengers

"Looks like we found the scavengers

"Roxy, why don't you just use your power?" asked Brainy deflecting the shots fired at him

"You saw what happened last time, I almost crushed you!!" She exclaimed

"You were under CONTROL!" he yelled dumbly and she rolled her eyes

"That doesn't matter, if I use it, the power will radiate again and crush your metal." She spoke clearly and he sighed and carried on fighting. Saturn girl back-flipped to dodge the shots then read their minds

"They want to add the weapons inside this depo to their arsenal." She spoke as one targeted her but then was punched by B5.

"You wouldn't need telepathy if you'd read my report." He stated simply then put up a shield "ROXY WHY DON'T YOU SHIELD US!!?" he yelled

"I'M A BIT BUSY AT THE MOMENT!" she replied duplicating and fighting off more of them in her Zorainian form

"Fine, I'm analysing our options, conclusion, our plan should be-"

"Keep 'em out of the Depo." Lightning lad finished

"Got it." Phantom girl stated and fazed through the floor and threw a guy into the air then dodged some shots and punched the guy who shot at her. As the others fought the Scavengers just kept coming, Saturn girl kicked on but missed and was shot at, but it went right through her then she disappeared, the scavenger turned around and was kicked in the face by the real Saturn girl, Brainiac 5 and Lightning lad protected the doors from the Scavengers

"It's time to call superman." Brainy stated clearly

"You know, it'd be a lot easier to listen to you, if you weren't so dang bossy, besides, I don't need Supermans help to handle these clowns." He smirked and shot a load of them. Then a lilac bubble formed around them

"I AM GOOD!" Roxy cheered and was then shot "WHY YOU!!" she yelled and drowned the scavenger that fired at her, but the shot had hit her necklace dropping the bubble "oh crap." She spoke annoyed

"WHAT HAPPENED?" Brainy asked

"MY NECKLACE IS BROKE, I NEED IT FIXED AND QUICK!" she replied and he nodded

"I'LL FIX IT WHEN WE FINISH WITH THESE!" he yelled back and she smiled. Meanwhile Superman was having fun

"It feels like it's been a thousand years since I just hung out and had fun like this." He smiled as she scored a point

"Don't you have friends in the legion?" she asked

"I do, but being in the legion, doesn't leave much downtime... unless Roxy has anything to do with It." he smirked

"Who's Roxy?" she asked

"Zorainian girl." He answered and she mouthed an 'oh'. the legion was fighting but seemingly loosing since Roxy had been knocked out by a stray bullet that went off course and smack her, Brainy was doin his best to protect her as well as keep his shield up to protect himself, then he saw an opportunity as a few fired at Saturn girl he stretched his arm out and punched them, then put up a deflecting shield and sent all the shots aimed at him right back at the Scavengers.

"Keep fighting." One of them spoke as they advanced on the Depo

"You know, I think now might be a good time to call superman." Lightning lad spoke and Brainy tried to reach him

"So, are you guna stop letting me win now?" Alexis asked smirking

"Was it that obvious?" he asked as his belt started beeping "oh brainy." He sighed

"You in this game or not?" she asked smirking and he turned his communicator off

"I'm in." He smirked. Brainy had put his shield down out of shock as Roxy woke up

"Well?" Lightning lad asked as she shook her head and stood up

"He turned off his communicator." He replied sadly and Roxy's eyes widened

"Oh when I get my hands on him, I'm guna-"

"BRAINY MOVE!" Lightning lad cut her off and Brainy turned round to see a shot had been fired; it hit his arm completely destroying the limb, he stumbled back and fell unconscious as Lightning lad caught him then fired at the scavengers, whilst Roxy was steaming, her eyes had gone from lilac to red. Phantom girl punched a Scavenger multiple times and Saturn girl kicked two of their backsides as the floor rumbled they turned to see Brainy unconscious

"Brainy!" Saturn girl exclaimed as she saw Lightning lad holding the teen

"Get inside now!" Roxy yelled

"You'll be all alone!" Lightning lad spoke

"AT LEAST I WON'T CRUSH BRAINY, NOW MOVE IT!" she yelled back and they nodded and ran inside the depo and closed the doors as pipe lines emerged from the floor and caused a tidal wave that crashed down on the Scavengers then she boiled the water and controlled the water and sent it into a large stone wall. Later on the Legion...minus Roxy, arrived at the base to see Superman sat down lookin at a news report for Alexis, he noticed they were in there and sat up

"What took you guys? Check it out, Alexis has this office right? Where every game is-" then he noticed Brainy's arm or what was left of it as Roxy walked in dusting her hands off then walked up to Brainy and looked at him sympathetically

"Here I'll help." She smiled and wafted her hand over his arm and it regenerated itself "speed up the process." She winked and he smiled thankfully

"Oh he had a little run in with the scavengers, they got away. What happened to you?" Lightning lad asked annoyed

"I called you during the fight; why didn't you answer?" Brainy asked

"You mean that was, ugh, guys I'm really sorry, I just figured it was one of Brainys er."

"Let me guess, regularly scheduled pointless updates, no wonder he turned you off." Phantom girl spoke as he gave her a dirty look

"HE SHOULD NEVER TURN THAT THING OFF; IT'S THERE FOR A REASON!!!" Roxy steamed "I'm off to watch the rest of my movie!" she exclaimed and stormed off. As the computer started beeping

"Incoming message; could be the reconnaissance data I requested or- oh, it's from her." Brainy spoke agitated

"Hey, Alexis got me tickets to the Pulthorn races...I have no idea what that is." Superman stated confused

"Then you won't mind turning her down, we need you to help find the scavengers Superman." And he walked off "and for your information, there's no Alexis in team." He finished then walked off to join Roxy in the lounge to finish the movie.

"Ooh, someone needs a grouchy chip removed." Phantom girl commented

"He's right, I should have been there, I'll tell Alexis, she'll understand." Superman stated and set off. Meanwhile Brainy had caught up to Roxy

"Thanks for sticking up for Me." he smiled

"Eh, no problem, that's what I'm here for." She grinned "now, I know you're smart, so you should know this, who sent me those flowers and teddy?" she asked and his eyes widened

"Sorry, the person told me never to tell you...ever." he stated nervously

"Oh come on! I want to know so I can thank them." she whined

"Nope." He smirked "I can't say; it's a secret."

"But-but-but... fine, but I'll find out one of these days, to be honest, I have a feeling I already know who it is anyway." She smiled

"Who?" he asked

"Sorry, can't say, it's a secret." She smirked at his reaction then walked into the lounge and jumped on the couch then pressed play to watch the cool fight as he sat down next to her to watch it. Meanwhile Superman had made it to the restaurant

"Hey." Alexis smiled "I already ordered for you."

"Thanks, but I can't stay." He said

"Someone need rescuing from an out of control Mecca suit?" she asked smirking

"There's some bad guys on the loose and the team needs me, which is also why I can't go to the races." He stated apologetically

"Aww come on, it'll be fun." She smiled

"My friends could've gotten hurt because I wasn't there last night, I can't let that happen again." He stated

"I understand, hmmm, tell you what, give me one hour and we'll call it a night." She reasoned "weren't you the one complaining on how you never get to see the city because you're always out on missions?" she asked smirking, he thought for a moment

"Ok, we've got one hour." He smiled. First they hit balls at the old Justice League satellite (has anyone noticed that?) "Ok gotta go." He smiled, next they headed to a concert "Alexis I have to go!" he exclaimed but she couldn't hear him, then next they went to a carnival,

"So, up for a snack? I know a great place on Titan." She smiled

"No, Alexis, that's it... I'm leaving." He stated then walked off as she put her hands on her hips.

"Brainy I'm sure he just got caught up, Alexis is a very tricky character to get away from." Roxy stated. "Listen, I'm goin out for something to eat, you want anything?" she asked and he shook his head and she sighed and walked off then saw Superman

"You talk to him now, he's upset now." She stated annoyed then carried on walking.

"Any luck with the scanners?" he asked

"Their cloaking is good, scanning from the field would have been more effective but it seems my partner forgot about our patrol shift." Brainy stated whilst working on something

"Oh no, Brainy I completely lost track of time." He apologized

"Lightning lad and Saturn girl took the shift." He replied monotonously

"What about tomorrow?" he asked

"I'll be going with Roxy remember." He stated

"What about the day after tomorrow?" he asked

"I'll be goin with Timberwolf after he gets back from Rimbour."

"This will never happen again Brainy, I promise, I'm sorry." He said apologetically

"I know." Brainy stated

"Superman, come quick!" Phantom Girl called and he walked over "this just came in." She stated and he looked at the screen as Wodehouse came into view

"It's Alexis, she's in trouble, hurry Superman!" he said urgently and the screen went off. He walked towards the door then turned back

"Maybe we should pass this on to the science police." He suggested

"Well, I know what Brainy would say." Phantom girl said

"Your friend needs you, go." Brainy stated

"Brainy, if you need me here, just say the word." He replied as Brainy walked down the steps

"It's ok, if anything comes up, we'll call you, so try to remember to keep your communicator on." He stated and Superman smiled then took off as Roxy walked in with a bag

"Ok one for Phantom Girl, and one for me." She smiled and handed Phantom Girl the food

"Thank you." Phantom Girl smiled and walked off with the food in hand.

"So where is he off too?" she asked Brainy

"Alexis is in trouble." He answered

"Ahh, what is she, a trouble magnet?" she asked shaking her head "now, how cool was that movie?" she asked smirking

"It was rather entertaining." He smiled

"Why won't you say 'cool' you have to say big words?" She stated

"Why do you not act your intelligence?" he countered

"I like to sound normal." She winked

"I'd rather speak in my natural way." He smirked and shrugged then went to finish something she'd started a week before. A robot was advancing on Alexis as Superman flew through the ceiling and punched it away and it landed on the game table, Alexis smiled at it charged at him and he dodged it, he punched it a few times then was knocked into the floor

"ooh." She mumbled wincing as the robot picked him up and punched him away into a metal thing and breaking one of the small bots. It jumped at him and almost crushed him but he moved and punched it hard as Alexis yawned bored. He picked it up and threw it into a screen

"Hey! Hey, that's enough, you're gonna wreck the place!" she stated as he picked it up by the neck, he turned to face her as the robot turned into Wodehouse

"Wodehouse?!" he asked shocked

"Terribly sorry to inconvenience you sir." He apologized

"Since you're here, wanna get some sushi?" she asked smiling

"What?!" he asked shocked

"Hey! When you wanna make plans with a super busy superhero, you gotta think outside the box." She smiled taping her head

"I don't believe this; I should be helping the legion find the Scavengers, you know the real bad guys who are on the loose?" he asked annoyed then went to fly off but she grabbed him

"Wait. I apologize, that was a dumb stunt to pull." She stated sadly

"So why'd you do it?" he asked

"I don't know, I just wanna be a regular person who hangs out with friends... but to do that, I need to have at least one friend." She said

"I know you want a friend, but my team mates need me, there's a difference." He stated

"Right, what I want is more important." And he sighed

"Look, don't do again ok?" he asked and shot off

"Wait!" she called but he carried on "hey I said wait." She stated angrily as Wodehouse rolled over

"Hmmm, I'm afraid I know that look." He spoke dejectedly

"Superman wants to make this a choice between me and the legion, fine... then I'll just have to do something about the competition." She stated nastily as she walked away. Meanwhile in a large underground area the Scavengers were hiding

"The men are getting sick of sitting here." Stated one of them

"Then tell them again that it's taking all our tech just to deflect the legion's scanning and Saturn girls mind probes, also we're using up all our power tryin to heal the men that the Zorainian girl almost killed." He stated annoyed "we leave here, they find us and she finishes the job since we're not strong enough to beat them, yet." He finished

"And how are we supposed to get stronger if we ain't out there scavenging up more tech?" the other asked and a large explosion blew the door away. Alexis walked through the smoke with Wodehouse carrying some machine parts

"So, the infamous Scavengers, please don't get up, I think you could use my help, and I need yours." She stated evilly.

"Roxy and I linked the Scanners to boost their range, nothing on the Scavengers, but look at this." Brainy stated and shown a picture of the solar system with a small flashing dot.

"Looks like a legion distress signal, who is it?" Lightning lad asked as Roxy tried finding out but shook her head

"We're not certain, Roxy can't decode the transponder." He replied as she tried some more

"No wonder, it's comin from inside the Aldt cloud, no-one can stand that kind of radiation." Saturn girl spoke

"Actually, two of us can, Superman?" he asked

"I'm on it." Since Roxy was busy. He sped off and then the alarm went off. Saturn girl put a hand to her head

"The scavengers." She spoke and the doors were blown off

"AWW MAN I JUST FIXED THOSE!" Roxy yelled as a load of Scavengers entered the room wearing high tech battle suits

"Thanks for coming, you just made taking you to jail, a whole lot easier!" Lightning lad exclaimed and shot one but it deflected and shot back at him, and they shot the others down as Roxy just stood there bored

"Apparently they've been upgraded." Brainy stated as Roxy walked up and helped him up

"You noticed?" Alexis asked whilst comin into the room in a large robotic suit "no hard feelings, I'm just here to clear Supermans schedule." She stated

"Aright, now this is just getting weird." Phantom girl said and the Scavengers shot at them so she fazed through the floor, Roxy turned her and Brainy intangible so the shot went right through them and the others flew off,

"Thanks Roxy" Brainy thanked her and she smiled as he ran off to distract them whilst Phantom girl stuck her hand through two of them

"Alexis, I never really liked your style, so kicking your butt is like a dream come true." Phantom girl smirked

"You're welcome to try." She replied and shot at her but she dodged as it shot and just missed Brainy by an inch

"ROXY WILL YOU HELP?" Lightning lad yelled

"Oh fine." She sighed and clicked her fingers, as she did a bolt of lightning shot down and charcoaled a load of them.

"Thank you!" he called down and she mocked saluted then phased through the floor as the Scavengers aimed for her. Meanwhile Superman had made it to the Aldt cloud and had found a floating container-like thing

"That logo... Alexis, what's she up to now?" he wondered and flew back to earth quickly. As lightning lad was being shot at he dodged then fired up towards the fire emergency system which sprayed water all over the Scavengers immobilizing them. Phantom girl flew away from the shots then through a door; she stopped and waited for a few seconds then flew back and punched the two that were attacking her. Saturn girl levitated on the ceiling then dropped down and kicked then punched the two after her then flew out and closed the door by breaking the locking system trapping them inside, but they blasted their way out. Roxy was fighting six of them since she was proclaimed most dangerous and since her necklace was still broke she had the powers of elements, morphing, flight and mind, she raised her head and sang

"_Tain net nah gorlu_ _dilei pesah!_" she sang and they stopped in their tracks "I command you to attack yourselves." She smirked as they did as commanded "I love that power." And she phased through the roof. Brainy was dodging all shots fired at him as he punched two of the scavengers away

"Hey android!" Alexis called he turned and she fired as Roxy came through the floor and pushed him up to the vent

"Hurry." She smiled

"One down three to-" then she looked up to see Brainy disappear into the vents as Roxy crossed her arms and put a bubble around the robot then disappeared as Alexis sighed in annoyance. Saturn girl was ambushed in the hallway by two Scavengers but Brainy jumped on their shoulders and knocked them out. Somehow she'd escaped the bubble

"Good help is so hard to find." Alexis spoke and shot a rope at the two tying them up

"You know, it never would have occurred to me that I'd be so good at this kind of thing." And she chuckled as the scavengers surrounded the two "this is really fun" she laughed. Lightning lad came up behind her and shot her in the back... but it didn't affect her, she turned around as Phantom girl went to punch her but it bounced off and then she was smacked into Lightning lad. Roxy had met Superman outside

"Hurry dude!" she exclaimed "Alexis is attacking everyone." She spoke quickly

"Show me where." He stated and she grabbed his arm and phased him through the building and

"In that room." She stated pointing at a wall; he punched through it to see Alexis in a robot suit and aiming for Lightning lad and Phantom girl

"Alexis!" he exclaimed

"Hey." She greeted

"What are you doing?" he asked

"Do you really have to ask that question?" Roxy asked bored then she saw Brainy and flew over to help

"What's it look like? I'm making new friends." She smiled and one of the Scavengers shot at him so he went around punching them "so, you still pick your teammates over me?" she asked

"What do you think?" he asked as Roxy tried pulling the rope but she just got an electric jolt, and in her current form, that hurt.

"Uhh, WODEHOUSE!" she yelled and Wodehouse crashed through the floor and punched him away but Superman just used his laser vision and cut off his arms, and head

"Didn't think this through did we?" he asked as he went off line and Superman knelt next to Roxy who was blowing her sore hands then used his laser vision to cut through the rope

"Thanks... and you too Roxy for trying." Brainy smiled at her and she blushed a bit and smiled back

"Hey, what're friends for?" Superman asked and the others walked up beside him and each of them gave Alexis a dirty look

"Alright alright, I guess I got a little carried away." She admitted

"Ya think?" Phantom girl asked annoyed

"On second thought, if you're not gonna be my friend, I don't see why you should be anyone's." She stated nastily and shot the main laser at him but it had no effect as he just walked up to her

"Alexis... stop, you can't hurt me." He stated as he walked closer

"Huh?" she asked shocked and it blew up with too much pressure

"ALEXIS!" he yelled and flew through the smoke and came out holding her, her clothes were tattered and her head... was bald

"What- what did you do to me?" she asked

"Haha baldie" Roxy mocked as Brainy just looked at her funnily. A few days later she was in prison tryin to fix Wodehouse's head, finally it came online

"Good to see you again mistress, terribly sorry about what happened with the legion." He stated

"Actually Wodehouse, I'm grateful to them." She replied

"And why, may I ask is that?" he asked confused as she etched something in the table

"They helped me figure out what I wanna do with my life." She stated and brought the screwdriver down onto what she'd etched, which was a picture of the Legion symbol.

**MY HANDS ARE DEAD!!!!! **


	5. Phantoms

**Disclaimer: I do NOT own Legion of Superheroes, but I SOO wish I did**

Chapter5-phantoms

"And over here you have the time when you heroically stopped a meteorite from crashing into earth and sent it flying off into space." Roxy smiled as she gave Superman a tour of his own museum, then the walked to the new costume that had been put on display and stood next to a kid who looked up at him and looked like her recognised him she nudged Superman

"You, like Superman?" he asked and the kid nodded smiling

"Quell, let's go, the museums closing." The Teacher called and the kid walked off then turned back

"You look funny." Quell smiled then walked out as Roxy chuckled

"Maybe I should have worn the cape." He mumbled

"I'll meet ya back at the base kay?" she asked and Superman nodded as she teleported away. Back at the Base Brainy had hacked into the security in the Museum and was snooping on Superman

"What are you doin?" Saturn girl asked

"He's snooping, what does it look like?" Roxy asked walking over

"He's at the Museum again." Saturn girl sighed

"At least he wasn't alone this time, Roxy went with him... but it is only myths and legends there, any factual information about Superman origin was lost during the great crisis." Brainy replied

"Then he'll have to find those answers in his own time." Saturn girl commented and turned the screen off "it's rude to snoop on your friends Brainy." She smiled and walked off as Roxy stuck her tongue out at her behind her back

"Wanna snoop with my mind powers?" she asked grinning and he smirked and shook his head

"No, she's right." He stated and she shrugged

"Well tattah then." She waved and walked out. Back at the Museum it had just closed and he looked back to see a device

"Never noticed this before." He stated "I wonder if the no touching rule applies when it's your own museum." He wondered and touched the screen, as he did his Symbol appeared on it "whoa, that's weird." He commented and picked it up, a small thing lengthened and he twisted the handle and it shot a beam out that created a portal "ok what did I just do?" he asked and three figures emerged, two were animal like creatures and one was a really pale guy in a red and black suit

"I'm free." He stated and laughed menacingly then looked around "no, it can't be... You." he stated pointing at Superman "what is this place?" he asked

"It's a Museum." He answered and the man looked at the Superman model

"I see the alter, but where is the god?" he asked and laser eyed the model

"Who are you?" Superman asked and was pushed against a wall

"My name is Drax." He sneered and threw Superman up into the ceiling then he crashed into the floor and a load of rubble fell on him "I'm Supermans worst nightmare." He stated and flew round the Museum destroying things as he went then the two creatures flew through the roof "it's been a pleasure." Drax commented then flew out of the hole. Superman broke out of the rubble and flew off after him but couldn't find him.

"Yo dudes problemo at the Museum!" Roxy exclaimed whilst running through the base Brainy looked at the exit as she ran in "I think we should have snooped." She stated out of breath and the team took off to the Museum.

"Well whoever this Drax guy is, he sure did a number on the place." Lightning lad commented after looking at the place

"Did he give you any clue where he's from?" Saturn girl asked

"Yo what's this?" Roxy asked lookin at the portal thingy

"He did more smashing than talking." He answered as Brainy picked it up before Roxy poked it too much

"This technology is ancient, even older than Superman, it opens a gateway to a part of inter-dimensional space anything inside will be perfectly preserved in a non-corporeal molecular state." Brainy explained

"Um... translation please?" Phantom girl asked

"A Phantom, ghost, and the only way in or out is through a device like this." He explained simply and Roxy's eyes widened at the ghost bit but went back to normal before anyone noticed

"Much better dude." Roxy smiled covering up a secret of hers

"It sounds terrible." Saturn girl said concerned

"I believe it's the intent, it's a prison." He replied

"Oooh sounds cool." Roxy grinned

"So it looks like Mr 'I've got my own museum' here, just caused a jail break." Lightning lad stated

"Seriously guys, I had no idea." he said worriedly

"An escaped prisoner as powerful as Superman loose in New Metropolis...the Science Police are guna love that." Phantom girl stated rolling her eyes

"Did I mention he had pets?" Superman asked

"Pets!" the all asked

"Ooh what kind?" Roxy asked

"Weird lizard things... brown." He answered

"Ooh sounds like Dijoongos (Dirt-lizards)... but I doubt it cause they are nice...kinda." she said weirdly "ooh city centre, now problem." She stated like a light bulb had just turned on in her head. Meanwhile Drax was being annoyed by a weird floating cylinder do he decided to squish it then feed it to one of his pets' then walk across the road

"So this is walking? I think I like it." he stated as a giant truck almost ran him over but was crushed instead as the Police arrived

"Alright what's going on here?" one of them asked

"Just enjoying the city Officer." He answered

"Identify yourself." They instructed

"Hmm, how about... you're lord and master... has a nice ring to it, don't you think?" He asked as they loaded their weapons he sent a sound wave at them as a load of police ships fired at him but he just put his hand up and wasn't hurt at all "come on, you can do better than that can't you?" he asked cockily "rip em to shreds." He instructed his pets and they flew towards the ships and starting eating them. Then some ground troops ran up to him and he threw a large pillar at them

"Look out, more of them heading this way." One of them stated pointing to the Legionnaires

"Remember me? I'm the one who let you out" Superman stated

"You?" he asked "you're this Superman they honour?"

"And I'm also the one sending you back." He replied as he punched Superman into a building

"Something tells me he doesn't like that idea." Phantom girl stated

"No duh." Roxy replied and changed into her Zorainian form

"Those are his pets?" Lightning lad asked shocked as they looked down

"HEY THEY ARE DIJOONGOS!!" Roxy yelped "...what they doin here and what they doin with him?" she wondered confused and the pets flew up but Saturn girl created a picture of their worst fear and her and Phantom girl chased them as Roxy Brainy Lightning lad and Timberwolf helped Superman

"Lightning lad, you hit him now!" Roxy instructed after analysing what to do.

"Maybe I didn't make myself clear, you're going back!" he stated and Drax smashed the two ships into him "that wasn't quite the reaction I was hoping for." He stated as Lightning lad followed the instruction and shot Drax with a load of Electricity knocking him into the wall. Meanwhile Phantom girl and Saturn girl chased the two pets into a wall whilst Roxy smacked Drax over to a Police ship and he picked it up and launched it at her but she phased and it hit Lightning lad instead and carried on to almost hit Saturn girl and Phantom girl but Phantom girl phased the both out only to have the two pets attack them, but Timberwolf cut them off by pouncing on them

"Ok fine, you take em." Phantom girl stated as Superman fought Drax, Drax shot his Laser eyes at Superman and Superman shot his back and it ended up heating the bridge and weakening the metal

"Impressive, destroying you won't be easy... but it will be fun." He sneered

"Superman! The bridge!" Phantom girl exclaimed and Superman flew down towards the broken bridge and Drax followed but was cut off by Phantom girl

"I'm sorry, Superman is unavailable right now" and she kicked him then disappeared as he went to punch her, then reappeared behind him and kicked him, "care to leave a message?" she asked as Lightning lad sent a black of electricity at him, hit him once but missed the second time and was punched into a building. Timberwolf was cornered off by the pets so Brainy elongated his fingers and gave them a nasty electricity blast to the heads and the flew off

"Thanks." Timberwolf stated then jumped off as Superman and Roxy worked on the bridge

"Weld it with your laser vision." She stated as she held up the bridge, just as he finished he was attacked by Drax as Roxy looked shocked "where'd he come from?" she wondered and flew after them. Phantom girl was cornered by one of the pets and was about to attack it, but Timberwolf attacked it first

"Hey, find your own monster." She stated as Superman wrapped a metal bar around Drax and dropped him

"Roxy, weld it!" he instructed and she charged her fire up "it's over Drax, lets stop this before anyone gets hurt." He stated and just as Roxy was about to weld it closed he smashed it to pieces, he was about to attack but he fell to his knees '_remember who you are_' a voice stated inside his head

"What's happening to him?" Superman asked

"He's crazy." Roxy stated smirking

"In other words, it's in his head he's hearing voices." Saturn girl explained

"That's, never a good sign." Phantom girl stated '_you're evil, you always have been, always will b, do not, fail us.'_ The voice stated and the two pets picked up their fallen master and flew away as the shot a red beam to slow the legion down

"The pets have powers too? Sure why not." Lightning lad spoke annoyed

"He's gone." Superman stated

"Yeah no kiddin." Roxy said dryly "I'm... goin somewhere." She said like she knew something then flew off.

"We have to return to the base." Brainy stated

"Why?" Superman asked

"Because I said so." He replied and flew off so the others shrugged and followed. Roxy had followed a few leads to find a few things like the first thing was a small orb, the next was a necklace, and the next was a tear drop bracelet then she flew back to the base (they'll come in handy in later chapters)

"Why did brainy insist we come back here?" Superman asked

"The science police don't stand a chance against this guy, they'll need our help." Timberwolf replied

"Like they'll ever ask, we'll probably get blamed for all this too, ugh, those guys hate us." Phantom girl moaned

"Gee, too bad no-one here could do anything about that." Lightning lad stated

"Lay off lightning lad." Timberwolf said as Roxy walked in

"I'm just saying, since her mum is president of the galaxy." He retorted

"For some reason, Drax has a vendetta against Superman." Superman stated as Roxy pushed a button and a screen came up then she smirked at Brainy as he looked at her confused to as how she knew which button to press to find the information he needed, she tapped her head smirking and walked off

"This is interesting, based on scans I made during our encounter and Roxy's weird ability to push the correct buttons, I've been able to formulate a molecular matrix of our visitor." Brainy informed them as Roxy stepped out of the room unnoticed and snapped the orb in half creating a blast of light, and then clipped both shards to the necklace and the bracelet and put them on

"I really need pockets." She stated dryly then walked back in.

"Not only does he share your powers Superman, he's almost your genetic equal." Brainy explained

"I've got a lot of questions... and he better answer." Superman stated. Meanwhile Drax was on one of the highest buildings in New Metropolis

"Soon this will all be ours, what do you think of that?" he asked his pets and stroked them then he fell down on his knees clutching his head '_are you forgetting why you exist'_ a voice asked "no, I haven't forgotten" he said '_then make us proud.'_ The voice stated "I'll do even better, your Superman is finished and before this day is done, you'll also be free." He promised and flew off into the night with his two pets. The next day the legion minus Roxy and Brainy who were at the base, were chasing the pets across town when one jumped on a police ship then jumped away as the team chased it

"It's those legion freaks, call in reinforcements." One of them stated and the cruiser chased them

"So much for keeping things quiet." Saturn girl stated as they flew

"Close in, take 'em down." Lightning Lad instructed and the two pets jumped onto a circular pipe as the team chased them, Phantom girl dropped to the pipe and turned it intangible and the pets fell right through and were kicked together by Timberwolf and Superman then shot by Lightning lad plummeting them to the floor

"These things aren't so tough." Lightning Lad smirked and one bit hard into the ground and knocked him away with a concrete slab

"Not so tough?" Saturn girl replied and Timberwolf and Phantom girl followed the one that bit into the floor

"The sewer, I'll go." Timberwolf stated and went to jump in

"Hold on a minute." She stopped him "you think that just because I'm a girl I don't wanna get my hands dirty?" she asked and jumped in as Timberwolf just waited for it "eww gross." She stated and he shook his head and jumped in after her. Superman was being almost eaten by one of them

"So do you think this Comet and Cupid are trained, or naturally this friendly?" he asked sarcastically and Saturn girl created a beast from the pets fears list and it dropped Superman and backed away so Superman laser eyed it and Lightning lad blasted it as the Science Police arrived

"There they are, blast em." They stated and shot at the team as Saturn girl pulled Lightning Lad out of the way and Superman flew the other direction with the pet

"Someone ought to remind them that we're the good guys." Lightning Lad stated and one of the ships fired an electric ball. Meanwhile Drax had paid a visit to Brainy whilst Roxy was out of the room

"I suggest you leave before she comes back." Brainy stated

"I'm not leaving without the projector." He stated and advanced on the Android whilst Timberwolf and Phantom girl tracked the pet through the sewers

"I wish you'd stop tryin to protect Me." she stated

"And just I wish you'd stop being such a princess, I was just being nice." He replied

"Yeah well, this princess can take care of herself." She retorted as one of the pets came out of a pipe behind her and jumped at her but it went right through and Timberwolf attacked it. Back up top the team tried their hardest to subdue the one remaining pet but the Science Police weren't making it very easy, so Lightning Lad fired a small amount of electricity at one of the wings 'lightning lad!' Saturn girl thought projected

"They shot first." He countered and the beast wriggled free but the team were right in front of it before it could get anywhere

"Don't you think it's strange than Drax is nowhere to be found?" Saturn girl asked

"Maybe he gave up and went home." Lightning lad smirked whilst firing at the pet

"Or maybe it's the other way around, take care of the monsters; I need to go check on Brainy." Superman spoke and sped off. Meanwhile Drax had punched Brainy into a counter

"Where's the projector?" he asked

"I don't have it." he answered

"I could take you apart piece by piece, try again." He countered

"You could try." Roxy stated behind him and Brainy smirked

"Told you, you should have left." He stated and put his hand on a small device whilst Roxy kicked the crap out of him for...threatening Brainy and punching him, but then Drax used a laser vision to her head and knocked her out as he turned round Brainy held up a piece of Kryptonite and he looked at it and laughed

"Nice try, but my parents made sure those little green rocks wouldn't work on me, but your Superman..."

"I won't let you hurt him." Brainy defended it but he used super speed and took the ball out of Brainy's hands

"Does he know you have this?" he asked and picked Brainy up by the shirt "what other secrets are you hiding?" he asked and Brainy put his hand to the side and turned into his super android mode then punched Drax into a wall, he missed the second time and the third Drax grabbed his hand and crunched the metal

"I'll ask you one more time" he stated as he forced Brainy to the floor "where is the projector?" he asked and was shot with Supermans laser vision as Roxy woke up

"If you're in such a hurry to get home buddy you should've just asked." He stated and walked over to the smoking Drax

"I'm not going anywhere, you on the other hand." He stated and pushed Superman through the roof as Brainy helped Roxy up

"Brainy, get the Projector now and call the team, I'll help Superman." She smiled

"Be-" but she'd already flown off "careful." He finished, Superman had been thrown into a car but he flew out of it

"How long are you willing to keep this up Drax?" he asked and they flew towards each other and collided and fell still fighting and Superman was thrown into a building. Brainy had put the small black sphere into the Safe and ran over to where the projector really was; he opened the small compartment and contacted the team "Saturn girl, Lightning Lad." He called

"Brainy what is it?" she asked

"Drax is here Superman needs help." He answered "Roxy is already tryin to help but I think she can't do it alone." He finished

"We're on our way." She stated and turned it off "Lightning Lad, we'll have to leave it to the Science Police!" she exclaimed

"I...almost... got him." He stated and was thrown into a trash can

"Timberwolf, Phantom Girl." She called

"Got it, we're right behind you." she replied and flew off leaving the pet tangled up in wires. Drax punched Superman until Roxy held his hand back so Superman could fire his laser vision at him

"Thanks." He smiled

"Thank me later." She smirked as he flew back and punched him but Superman punched back and Roxy shot Drax in the back and he turned and punched her into a building, but she just climbed out of it and went back to the fight. Drax then punched Superman into the base then down through it

"Why are you doin this?" Superman asked as Drax held his cape

"Because I'm evil, always have been always will be." He replied

"Then clearly you belong in jail." Brainy stated from a risen platform with the rest of the team at his sides then he lowered the projector into Supermans hands and Roxy flew up next to B5

"Sorry Drax, but he's right." He stated holding it up to him

"Stop, don't send me back there, you have no idea how it is... I'll go anywhere but there." He stated and lowered his head but then smirked and knocked Superman over whilst firing the portal and catching the team in it. Then he took it and smashed it. "Looks like it's just you and me... buddy." He sneered

"What have you done!?" he asked angrily

"I eliminated your friends only way home... what a pity." He stated nastily and Superman reared up and attacked him sending them through the many floors of the base until the stopped near the bottom

"What have I ever done to you Drax?" he asked breathlessly

"It's not about what you've done; it's about what you will to do." He stated and attacked Superman into a dark room

"Computo, lights." Superman spoke and the lights turned on to show it just so happened to be the Lab that they fell into and weapons of every shape and size adorned the walls. Drax was blasted through the wall and Superman showed up through the smoke with a load of weapons. Meanwhile the team were stuck in a world that in Roxy's terms, was freaky

"Dude this is weird." She stated and Brainy rolled his eyes '_why do I like her?_' he wondered and she kicked away a phantom and taunted it '_oh... that's why.'_ He smirked then quickly went back to normal before anyone noticed as two more phantoms approached

"Aww man, I don't like this at all." Phantom girl moaned and one went to smack Lightning Lad but he dodged it and fired lightning at it... but it went right through the Phantom and just left a hole that apparently, didn't hurt at all

"You can't hurt these things." He stated shocked

"Then don't try." Phantom girl stated as one went through her

"Easy for you to say." He shot back as Brainy dodged one and Roxy kicked it, he made two small rings of magenta energy come out of his hands and fought them off as best he could as Timberwolf tried slashing them but it had no effect, finally one of them got a punch on Timberwolf so Phantom girl punched him then she kicked the rest and punched a female one as Lightning lad was being beaten like a rag doll Roxy punched on and Phantom girl punched the other Saturn girl was surrounded by them so Phantom girl protected her then saw a load of others

"Um dudes..!" Roxy called as she saw them

"We're running out of options here!" Phantom girl stated

"Everyone move close to me." Brainy stated and everyone moved in around him as Roxy floated right beside him, he put out his hand and a shield surrounded them but the phantoms attacked the shield with punches and kicks

"How long will this shield hold?" Timberwolf asked

"Considering the increase power drain for expanding its diameter... I'd say for at least three more minutes." He stated

"Then I guess we have at least three more minutes to figure out how to kick these guys' butts" Lightning lad stated

"Now it's 2.85 minu-" but he stopped as Roxy jumped at the ghosts banging on the shield and he looked down at her to see her clutching onto his arm

"I hate ghosts." She mumbled fearfully (there ya have it, what she fears, ghosts.)

"Why don't we stop counting and start figuring out how to get out of here." Saturn girl stated

"Then there's that." Lightning lad agreed

"Precisely what I'm working on." Brainy stated "you ok?" he asked Roxy and she blushed and smiled then let go

"Yeah... I'm fine." She said meekly. Meanwhile at the base

"Brainiac 5 always has a few tricks up his sleeve." Superman smirked

"In more ways than you know." Drax sneered

"What's that supposed to mean?" he asked

"Why don't you ask him?" he asked as Superman fired at him but he dodged and went to hit him from behind but missed and was stuck to the wall by blue gunk

"Where did you come from? How did you get your powers?" Superman asked as he struggled to free himself

"You don't know do you?" he asked smugly then froze the gunk and dropped to the floor as it shattered, Superman pulled out two guns but Drax fired a high powered eye laser at him creating a rather nice sized hole in the wall "did you ever wonder what I did to get sent to that place?" he asked

"Thoughts have crossed my mind." He answered

"Absolutely nothing, I was born there... it made me just like you, only better." He sneered at attacked him then picked him up by his suit

"But you're free now." Superman stated

"Free to finish you." he smirked evilly and went to punch him but Superman grabbed his arm and spun him round then released him sending him through the wall and then punched him through more walls but he came back and Superman punched him repeatedly. Back in the phantom world Brainy had come up with a solution

"Soon you'll be ours." One of them spoke

"So, can you do it?" Timberwolf asked

"Please say you can do it." Roxy pleaded

"If I reverse my onboard censor Ouray to broadcast and then draw extra power from Lightning lad I should be able to tear open a rift between our dimensions." He explained

"Well, what are you waitin for?" Lightning lad asked

"There's one small problem, Phantom girl."

"What?" she asked

"In order for this to work, you'll need to take us all phantom." He informed her

"But I've never passed out that many people before... but I'll try." She stated

"That's not what I'm worried about, Due to the nature of your powers, I can't guarantee you'll regain cohesionally return"

"I don't like how that sounds." Timberwolf stated

"It means I'll get stuck in phantom mode doesn't it?" she asked worriedly

"To risky, there's gotta be another way." Timberwolf said urgently

"There isn't, at any moment the shield will fall." He stated as Roxy looked at him fearfully then she latched onto him again "before you were beating them senselessly... now you're like- can't...breath!!" he stated breathlessly as she clung to his neck in fright

"Let's do it." Phantom girl stated confidently and Brainy detached Roxy from his neck and his hands changed one into a disk-like thing and the other into a power converter. Lightning lad held onto the power converter and charged it up

"We'll all need to work together to reach velocity, go!" he instructed and they set off "200, 250, 300, 375." He counted as they flew "400 now!" he instructed and Phantom girl turned them all phantom mode. Meanwhile Drax had slammed Superman into a counter

"I bet you think you're invincible don't you, nothing can touch the Superman." And he punched his hand into the safe and pulled out a small black sphere "well you're about to get a little history lesson." He chuckled evilly and raised the sphere but as he did the portal appeared behind him and Superman kicked him in as the team fell out.

"You made it!" Superman exclaimed and Roxy looked around

"YAY NO GHOSTS!" she yelled happily and glomped Brainy as he put his neck back in place

"Not everyone." Timberwolf stated and they all stood up and looked sadly but then she re-materialized and put her hand over her mouth

"Ugh, I'm think I'm gonna hurl" She stated and fell over as Roxy chuckled

"Ya know I could've helped with that." Roxy smirked as everyone glare at her "I'll shut up now." She stated sheepishly. A few hours later Brainy and Roxy were fixing the lab when Superman came in

"Sorry about your lab." Superman apologised

"It's fine, I made new upgrades." Brainy stated

"Drax took something from your safe, a black sphere, I hope it wasn't important." He informed him

"It was nothing; actually I'm glad to be rid of It." he admitted

"You know I wanted Drax to give me answers, but I'm glad he didn't... I'm done with the museum too, I still have a lot of question but for now, life is more fun with a little mystery." He smiled

"One question for Roxy... are you afraid of ghosts?" Brainy asked her and she smiled sheepishly

"I'm petrified of them." she answered "and at least I can admit it" she grinned "unlike SOMEBODY I know." She smirked at him and he rolled his eyes

"Just upgrade the system." He stated shaking his head and she smirked and walked off.

**DIE STORY DIE!!!! **


	6. Champions

Chapter 6- champions

The Olympics were here and it started with a drilling competition as an alien with 7 metal tentacles drilled into the planet then back up

"42,633 metres, Zzok has beaten his own record in the standing spin drill medal for gold medal number 3." The announcer stated as Zzok put two tentacles together in a victory motion

"That's right frank, in true intergalactic games spirit, the largely carbon based crowd has taken this plucky Scepian into their hearts." The other slug-like alien stated

"Live from Olympus twelve, our coverage of the luck 343rd intergalactic games continues with the classic dotacathalon."

"Twelve brutal heats pick competitors from every quadrant, only the very best... of the best." They announced as the stadium moved over to the race track

"Got that right." Lightning lad stated

"I wonder why he wouldn't come." Roxy moped

"You miss him already... yeesh it's only been an hour." Phantom girl stated and Roxy stuck her tongue out at her

"Wow, look at this crowd Lightning lad." Superman stated in awe of the masses of people surrounding

"What can I say superman, they love me." Lightning lad smirked as he waved the to crowd

"-cough- ego boy –cough" Roxy smirked as he glared at her

"Must be the altitude." Phantom girl said dryly

"There's the diplomatic sky box where top dicotairys from the United Planets are watchin, along with the crowds and trillions at home." Frank said

"That's right Frank I hear their recent peace talk with the Conz didn't go so well, lets hope they don't start a war up there." The other smirked

"We've got a lot of first class athletes here this year, but I'll tell you who's got this dotacathalon sown up,"

"Eh you hear that?" Lightning lad asked and Roxy shook her head as Phantom girl smirked

"He's from the planet Whineth and he really impressed us in the qualifier."

"You know who their talking about." Lightning lad smirked and waved his arms to the crowd

"Don't be so sure Lightning lad." Roxy stated already knowing who they were talking about

"MEKT GRAND!!!" they exclaimed and he faced in front of him to see the silver haired man

"Huh? Mekt?" he asked

"You didn't think they were talking about someone else did ya sparky?" he asked "oooh looks like you have the lovely Zorainian with you." he winked and she scowled at him "seya at the finish line." He smirked and walked off

"OOOH I HATE HIM!!!" Roxy yelled annoyed

"You know that guy?" Superman asked

"Yeah, he's my brother." Lightning lad stated distastefully

"And a complete and total idiot that thinks he can have any girl he wants." Roxy added fuming "normally Brainy would be around to kick his butt... but not at the moment cause he billified me!!!" she exclaimed

"I'm just gonna head to the start line now." Lightning lad stated just tryin to get away from the peeved off Zorainian. He walked over to Mekt

"What are you doin here Mekt?" he asked

"Is the big famous hero scared of a little competition?" he asked mockingly

"You know the dotacathalon has always been my thing, why do you have to always try and upstage me all the time?" he asked

"come on, all this talk about being the best in the galaxy, we both know it isn't true, so I'm just here to set the record straight." He smirked

"You, are paste Mekt, when this is over they'll have to wipe you up with a dish-bot." Lightning lad fumed as Mekt started up his engine and Laughed then zoomed off

"Nan I break his engine... please?" Roxy pleaded

"No." Lightning lad answered and she sulked off

"Don't let him get to you, you can win this." Phantom girl smiled and put a hand on his shoulder

"Yeah... yeah!" he stated

"Contestants please report to the starting area." A woman's voice sounded over the megaphone

"You three better get to your seats." He stated and Superman and Roxy took off whilst phantom girl sulked

"Phantom girl... you coming?" he asked and Roxy chuckled

"Doubt it." she smiled

"Ugh, fine." Phantom girl stated and followed them both "I hope you realise what I had to go through to get us in this thing." She moped

"That's what you keep saying, but we're here now... can't we at least enjoy it?" he asked

"Easy for you to say, we're sitting with my mom." She sulked and Roxy smirked

"We're sitting with the president?" he asked shocked

"Watch it Supes, she's a handful." Roxy grinned and then flew up with Phantom girl as he tried to keep up. Meanwhile

"I'm soo bored." Brainy stated

"Why didn't you go then?" Bouncing boy asked

"I never knew I'd be this bored."

"Eh you're just missing your girlfriend." He teased and Brainy turned huge

"Say that one more time and I'll blast you." he threatened. Back with the trio Superman was walkin through when he spotted something on the buffet table

"Hey crab legs." He smiled

"Hey monkey face." They Crab responded and walked off as Roxy chuckled

"Don't worry, the senator gets that all the time." Phantom girl smiled then turned round at the sound of her mothers' voice "heads up." she stated dryly

"No no no the climate reconstruction bill, the terror format can't file a climate reclamation bill, is that clear enough ta your highness." The President waved as a brain in a ball floated away. "Now oh Tinya, who is this handsome young man?" she asked

"Handsome?" Roxy snickered as Superman looked at her annoyed

"Mother this is Superman." She replied and Superman waved

"Hi Mrs er Madam er ma'am I er never met a president before." He stated sheepishly

"So this is the Superman I've heard so much about." She smiled then spotted Roxy "oh hello Roxanne." She smiled "I never realised you were part of the legion with your status and all. How is your father?" She asked

"He's fine, and yep, I'm part of this wacky team." She smiled

"Well that's good, now I have to mingle a bit but then I want to hear all about you two." She smiled and bowed her head slightly to Roxy then walked off. As Phantom girl smirked

"Aw shucks ma'am I ain't never met nobody, uh huh uh huh." She mocked in a hillbilly accent and grinned at him

"Alright I guess deserve that, but she did seem nice." He smiled

"Nice? Whose side are you on?" she asked "now Roxy what was that all about?" she asked

"Erm well I, I'll explain later." She stated

"Does Brainy know?" she asked

"Nope, in your face." She smirked and the woman's voice appeared again

"Round one, the filament jump." She said and Roxy mimed it like a robot

"These events are so boring... let's see these dudes jump off a five mile high waterfall, I used to do that when I was five." She stated dryly and walked off

"It's starting." Superman stated and followed Roxy. At the starting line Mekt had just arrived

"On your belts... get set..." and she shot a gun and they shot off

"I know that voice!" Roxy stated shocked and sped off (You can tell by the voice at who it is)

"Wonder what's wrong with her." Superman said lookin in the direction she ran. The cars dodged rocks but one crashed as Lightning lad sped past and Mekt drove up beside him

"Ha ha, looks like junior needs a bit of elbow room." He sneered and crashed into the side of him pushing him into the dirt track. As he did the judge turned away and twiddled her thumbs. Lightning lad saw a pillar of dirt in front of him so he moved backwards lettin Mekt take the hit then sped past him and crossed the finish like first. Then waved to the crowd as the chanted his name

"Nice foul Mekt." He stated annoyed

"Foul? What foul? The judges didn't see anything." He smirked and walked off.

"And Lightning lad gets out an early lead but Mekt Grand isn't are behind, we'll return to the 343rd intergalactic games." The slug announcer smiled

"Audio off." Phantom girl stated as Roxy came back "well what do you think?" she asked

"Sports sure have changed since the days of the shot-put and javelin." He smiled as the president sat down

"So... you two make a cute couple." She smirked and Roxy stifled a laugh as Phantom girl put her head in her hand

"Somebody Zap me." she begged

"Oh no, we're just friends your majesty, I mean, madam ma'am-" and Roxy moved over to Phantom girl and whispered something in her ear

"Right, nice chatting mom, we're going out to get some snacks." Phantom girl cut in

"But the sky box is catered." Her mom replied

"Yeah we're goin out for snacks." She responded and pushed Superman out and Roxy sat down

"So Princess how are things on Nanguala?" she asked

"Fine, I visited a few weeks ago." She replied (yeah Roxy is the princess of Nanguala...SURPRISE!!! -.-U)

"I've not seen that place in years, is it still full of culture?" she asked

"Naturally, our way of life depends on that culture." Roxy smiled

"So what are you doing in the legion then?" she asked

"Personal matters." She replied

"One of the boys then?" she chuckled and Roxy smirked and raised an eyebrow "I'm guessing... Lightning lad?" she asked

"Eww that's just not right." Roxy stated in distaste

"Hmmm, then the Coluan?" she asked and Roxy's eyes widened

"Of course not... he's electric I'm water." She replied quickly and she chuckled

"It's good to chat with you Roxanne; you are the only royal family member that will actually talk like this." She smiled and Roxy smirked. Outside Superman and Phantom girl were walking through the crowd

"Your mom means well you know." He smiled

"She doesn't have a clue." Phantom girl replied and walked off to a souvenirs stand and put on a weird Zzok hat

"Don't be so sure, my ma's pretty busy too but she doesn't miss much." And he frowned as he looked at the sky box with his x-ray vision

"What is it?" she asked

"Something's not right." She answered as he saw a weird machine "there's something under the sky box." He stated urgently and flew up. He ripped part of the metal off and saw the machine there

"It's a doc bomb; get it out of here fast!" Phantom girl stated and he ripped it off and flew up into space with it then threw it, it exploded creating a purple vortex that almost sucked him in but he got away barely but flung back into the planet, Phantom girl fazed through him and grabbed his cape to stop him hurtling any further

"Ok, what was that thing?" he asked

"It creates on tine spec of dark matter that can swallow half a planet." She explained

"Wow." He mumbled

"Superman, I think someone's tryin to blow up my mum." She said worriedly

"Don't worry, Roxy is with her." he assured her and she smiled

"Come on, let's search the place." She stated and they flew off over the crowds "keep your eyes peeled for anything suspicious." She instructed. And he looked over everyone with his x-ray vision and saw the pinwheel vender turn into Tharok

"There the Pinwheel vender." He stated and he took out a load of pinwheels and flew off with them as everyone looked Phantom girl stopped to make a diversion

"Erm... lightning lad! Lightning lad! Lightning lad!" she cheered and everyone looked around the joined in

"Lightning lad! Lightning lad! Lightning lad!" they cheered as Superman followed Tharok

"You can drop the disguise Tharok I know it's you." Superman stated and Tharok fizzled into view

"Clever boy, let's see if you can see through this." And he threw a load of pinwheels at Superman which stuck to his face as Tharok made his get away. Superman used his laser vision to rip the material into shreds then noticed he was gone as Phantom girl arrived

"He got away." He stated "Emerald Empress must be cloaking them."

"I don't like what that means Superman." She responded worriedly

"Me neither, the Fatal Five are here." He stated.

"So Roxanne why did you stay here?" the President asked

"Well, just in case of an accident, you know... for protection. I sensed something weird before and decided to stay here whilst the others look around." She answered

"You mean I may be attacked?" she asked

"There's a high risk of that yes." She answered "listen, I'm guna just leave for a few minutes, I'll be back in a few." She waved and ran off.

"From the surface of Olympus our coverage of the 343rd intergalactic games continues." The commentator announced as the crowd ship moved over the volcanoes

"Grand stand number 2 of the dotacathalon." Frank stated

"That's right frank we're all set for some flare surfing, now the judges award points for hang time difficulty and style, so this may be the most demanding event yet." The other commentator stated. Meanwhile

"We've got to call the science police and alert security." Superman said to Lightning Lad

"Bad idea, you know the moment those guys sound the alarm it's mass hysteria." Phantom girl cut in as Roxy arrived

"The President is safe I'll stay up there with her." she assured

"Thanks Roxy." Phantom girl smiled

"We'll never be able to evacuate all these people in time." Lightning lad stated "we'll stop them ourselves."

"That's not fair." Roxy stated

"Yeah, you've trained all year for this, you can't quit." Phantom girl agreed

"He doesn't have to." Superman spoke 'Lightning Lad can keep an eye on things form the field, I'll watch the skies, Phantom girl stick close to your mom with Roxy, just in cease something happens like what it did a few days ago with Roxy." He stated

"Will you shut it about that, I feel bad enough. Roxy stated annoyed "besides, she won't do that again, she's not that stupid... I don't think" she said.

"Conspiring against me with your buddies, and don't even think about using one of those legion flight rings to cheat," Mekt stated

"You wanna see my finger?" Lightning lad asked

"You wanna see my fist?" Mekt asked raising his fist

"Sure... some time when it won't get me disqualified."

"You're smarter than you look little brother." He smirked and walked off

"BOG OFF LOSER!" Roxy yelled annoyed at him as he walked away

"If I gotta play, I'm goin to win." Lightning lad stated confidently "good luck you three." He stated and walked off as they flew off as the competition started

"Ken the Bizmalian is first up and... oh, three... four... quintuple summersaults." The announcer spoke clearly "lightning lad has his work cut out for him... there's six... seven! The first septuple summersault in, o oh, and a heart stopping finish, yikes that landing is gonna cost him some points." Meanwhile Superman watched the skies and spotted something very suspicious next to a ship

"A painter? On game day, right." He stated and used his X-ray vision and saw that it was Mano "Mano." He stated and Mano moved his glowing hand and hit the ship then saw Superman and scat. Whist Superman went to follow but realised where the ship was headed... the sky box and tried to push it back. Roxy had noticed the ship and ran over to Phantom girl

"Phantom girl, look." She whispered pointing to the ship

"Uh... I have an idea." She stated and looked around "hey everyone look over here!" she called and they all looked "uh... Lightning lad Lightning Lad Lightning Lad... oh never mind." She stated and ran off when she noticed nobody was responding

"Uhh... kids." Winema (president) stated nervously as Phantom girl ran and saw the ship had been stopped by Superman as it pushed it away Phantom girl noticed that a ship had docked just above the sky box, a guard jumped out but he carried an Axe. She flew up as Roxy stayed with Winema, and she phased through the ceiling and kicked the man away and his imaged fizzled into that of the Persuader

"Persuader." She stated as he picked up his Axe it shone red as he twirled it round and went to hit her but she phased through him and grabbed his hair and flung him into the ship he arrived on. She flew up and dodged every attack until he slashed the gliders tail wing. She waved mockingly as the ship floated away and exploded. Meanwhile Superman had found Validus in the form of a small gremlin type Alien (Aww) as he charged up a brain blast Superman grabbed him and they fell as Superman tried to keep hold of him but he transformed back into Validus making it a lot harder to hold. Validus switched them round and fell down creating a rather large hole in the floor where he stood on Superman. Back with the Dotacathalon

"The twelfth and final dotacathalon event a 500 metre dash across the Lava canyons, simple... except for the obstacles of course." Frank stated as they got ready to run. Then the gun was fired and they set off jumping over the rough terrain "it's Lightning Lad in front...but oh... here come the obstacles." And one of the large obstacles opened up and trapped the Bizmalian "oh, out of the running." He stated and Lightning lad jumped over a red beam but Mekt ran through it creating a large hole in the floor which he jumped over but one alien was hit by a ball and fell down it whilst the four armed Alien jumped over

"Mekt grand, really digging in keeping pace with Lightning Lad." And a red beam was fired and Lightning lad jumped back knocking into Mekt but Mekt jumped up pushing Lightning lads head into the dirt but he stood up quickly and chased after him. Then Mekt cheated by setting a bomb of on one of the dirt pillars shattering the side so it shook from side to side but Lightning Lad and the four armed Alien ran on and jumped across the large gap but the Four armed Alien didn't quite make it and latched onto the edge "ohh, looks like Kyle Magregin is in trouble." And Lightning lad turned round as Kyle fell he grabbed his arm and pulled him back up "but would you look at that, there's a hero for ya, way to go Lightning Lad!" he stated and Mekt ran through the finish line "and Mekt crosses first! Mekt grand it the one that takes the gold!" and everyone cheered

"Nothing wrong with silver little brother, you should be used to second place by now." He smirked as Lightning Lad stood in front of the four armed dude and some other guy as Lightning Lad looked at him annoyed. (Cut to awards ceremony)

"Well there's nothing but winners here at the intergalactic games award Ceremony"

"That's right Frank, I see Zzok's here and Joana of Rimbour and Mekt grand after the most exciting Dotacathalon in a long time." The other one stated as Superman Phantom girl and Roxy tried to cheer Lightning Lad up

"Far as I'm concerned, you won." Superman stated

"Yeah the dude cheated... you won mate." Roxy smirked

"Well at least the President is safe, and with the force dome they got on this place, I doubt the Fatal Five will be crashing the party." He mumbled his response

"You know Lightning Lad; I'm really surprised how well you're taking this." Phantom girl smirked.

"Obviously you didn't see what he did to the locker room." Superman smirked and Lightning Lad smiled as they stood up Phantom girl held out her hand to help him up and he took it

"Just take the award and smile." She stated and pushed him to the crowd next to Mekt

"Garth."

"Mekt." They stated and Winema put a medal over Zzok's neck...thing and he bowed and waved to the crowd as Mekt took something out

"What's that?" Lightning lad asked

"No idea, I'm just repaying a little favour." He smirked and pressed the button making it shoot up a beam into the force dome and it disappeared "oh... that's not good." He stated and

"HEY LOOK!" Roxy yelled and pointed to a few people who had arrived on floating things and they landed next to the judge

"Who are these people?" Winema asked

"The dudes I was protecting you from." Roxy whispered to her

"We know who they are." Superman stated as they fizzled out and the Fatal Five replaced them then a large Camera turned into the Eye. And Roxy saw Validus' small form

"AwwwwEWWW!" she changed her mind when he turned big

"The Fatal Five!" Superman stated

"I knew that judge had it in for me." Lightning Lad stated annoyed

"We have a Super villain brawl up here Folks and it looks like it's gonna be a doozy, we'll be right back after a word from our sponsors." Frank stated. Empress advanced on them and Superman put up a hand to stop her

"This is as far as you go Empress." He stated and she chuckled

"Superman...so confident, we've been having a little contest of our own you know." She smirked "you remember the rules, first one to grab the President wins." She sneered and the other four attacked as the team charged in but Roxy stayed behind to protect the President but was attacked by the Eye.

"Get away from me you disgusting thing." She punched it as Empress grabbed Winema.

"Looks like I won boys." She smirked holding up the Presidents arm "of course it's always good to have someone on the inside, right Mekt?" she sneered pointing at Mekt as Phantom girl flew up from the floor

"Stay away from my mom." She stated and pushed Empress away whilst she grabbed her and pulled her through the floor before the Eye blasted her

"YOU STARTED THE FIHT NOW FINISH IT!" Roxy yelled at the eye and she punched it away before it could fire. And Phantom girl made it safely out of the dome with her mother then flew away

"TINYA! Be careful." She stated as Superman fought Validus but was smacked into the floor by a beam from the eye as Roxy tried to keep it occupied

"Incinerate him Mano...slowly." Empress smirked as Manos hand shone. Lightning Lad fought Tharok by zapping his weird guna arm whilst Mekt made a run for it

"You let these guys in!" he yelled

"My bad little bro." Mekt shrugged

"Is that all you have to say?" he asked annoyed

"Err... good luck?" he asked meekly and ran off. And Tharok smirked

"It's a dento; you've been charging my system." He sneered and levitated the floor, Phantom girl fazed Mano through the floor away from Superman and put his hand through Tharoks leg making him drop the piece of floor on himself. Superman dodged all punches from Validus and punched him knocking him to the floor.

"WILL YOU STAY PUT!!!?" Roxy yelled at the eye who had just wrapped Superman in tentacles

"Superman it's time we saw eye to eye." Empress smirked and Superman shot the Eye with laser vision but it bounced off and Empress chuckled "you don't think I'd let you get away with that twice?" she asked as Roxy freed the others from her mind shield. Joana ran in to help

"Super strength." He stated and punched the Eye away into space "ice breath." And he blew freezing cold air at Empress freezing her and Roxy and Phantom girl ran up and kicked her breaking the ice also kicking her away.

"You're good." Phantom girl smiled

"Thanks." He smirked then turned round "invulnerable!" he exclaimed as Mano went to attack him

"Ooh, and cute." Phantom girl smirked as Roxy smacked her forehead

"Looks like we're goin into overtime." Superman stated

"Yeah let's kick these dudes' backsides." Roxy stated

"Let's win this!" he finished and they all attacked the Fatal Five

"A rally cry from the boy in blue." The commentator stated as Lightning lad was smacked by Persuader "and Lightning lad's down! That's another notch on the persuaders axe, waitin for Lightning lad to get up. Our coverage of this match is brought to you by Little Deepzorg snack-cakes, little Deepzorg the snack that made Deepzorg famous" Frank stated and Ken bit through the Axe "ohh and it's Ken the Bizmalian back for seconds!" he stated and Lightning lad shocked the Persuader "oh and there goes Lightning Lad to finish the job!" and Superman punched Validus in the stomach "this fella sure has got his work cut out for him." As Validus smacked Superman away and charged up a brain blast "Validus is one heavy hitter, ooh but here comes Joana of Rimbour!"

"Super speed!" he yelled and sped round Validus

"It looks like the Aqua Phoenix has her work cut out for her as she attacks Empress." He stated and Roxy shot her with an ice beam "ooh that's gotta hurt." And Joana was smacked away as Zzok smacked Validus with his many tentacles confusing Validus as Superman punched Validus onto Empress

"And that's all for Validus down for the count!" he stated as Empress yelled out from under him

"Validus... get up... get off me!" she struggled

"And there goes the queen of mean. Looks like this fight is over!" Frank stated as Roxy mocked Empress

"Oooh, she'll be feeling that in the morning." Roxy smirked and stuck out her tongue "HA HA YOU GOT SQUISHED BY FATSO!!" she yelled then burst out laughing. (Cut to outside) the Science Police lowered Validus into a large container as Mekt snuck away but was caught by Lightning lad

"Mekt!"

"Garth come on, I had no idea who they were, all I did was make a deal with the judge so I'd come in first... for a change." He mumbled the last bit.

"Well ya did, how's it feel?" he asked annoyed

"Eh, here, take it if the judges weren't crooks you might have even won." He stated holding out the medal but Lightning pushed it away

"Keep your stolen medal, and I hope it always reminds you of what a jerk you are." He stated and flew off as Mekt chuckled

"Seya around little bro" and walked off. In the sky box Winema was givin one more medal

"Today you've proven to us how valuable the Legion Of Superheroes is to the safety and well being of the United Planets and for this, we thank you... I'd like you honour one legionnaire in particular not just for keeping the galaxy safe, but I owe my life to this hero, thank you... superman." He stated and put the medal over his head as Phantom girl looked at her mom shocked

"but-" Phantom girl stated

"And as for you young lady." Winema stated and she pulled her closer "I can't hang a medal on my own daughter deer, it's bad politics, you'll have to make do with my blessing, and my thanks." She smiled and Phantom girl smiled and Roxy smirked and Winema looked at Lightning Lad "your friend looks good in gold... is he single?" she asked and Roxy refrained from laughing her head off

"Mother please?" she asked pleadingly to shut her up

"Well, now that you've broken up with Superman." She stated and Roxy smacked herself on the forehead

"Mom!" Phantom girl moaned

"Don't you worry dear, I'm sure there are plenty of nice boys out there." She smiled and Joana winked at her "maybe if you changed that costume of yours, something more colourful?" she asked and Phantom girl sighed and fazed through the floor. When the four made it back to the base Brainy had almost died of boredom

"HEY DUDES WE'RE BACK!" Roxy yelled and was almost crushed by a glomp by Brainy

"THANK GOD YOUR BACK! I was sooo bored!" he exclaimed (little OOC there :D)

"Choking... not breathing... I...swear... if... you... don't remove... your...arms, I'll...rip them off... And you're...won't be getting... them back!" she stated breathlessly as everyone laughed.


	7. Fear Factory

**Yes I am still alive XD HUZZAR!!!**

* * *

Chapter 7- Fear-factory 

As usual Bouncing boy had encouraged the team to watch a really scary monster movie... one with lots of goo.

"Whiskers!?" the woman on the movie called and jumped as a figure jumped past her, she turned the light form the gun she was holding in the general direction of the figure to find the cat she'd been looking for "Whiskers... you naughty girl, I've been looking all over for you." She smiled and went to pick the cat up... but it hissed she turned round. Bouncing boy was munching on popcorn as the others watched

"Oh, I told her not to go back for the cat, they always get it, when they got back for the cat!" and he yelped and turned into a ball when a massive alien appeared on the movie. Roxy rolled her eyes and shook her head; they were Heroes... not meant to be afraid of a little film. She was mostly surprised when Brainy stood up with a grossed out expression on his face "aww Brainy don't leave, you'll miss all the gooey parts." Bouncing boy protested

"And we all love the goo." Roxy winked

"I've seen quite enough _goo_ for this evening thank you." And he turned to leave but then turned back "honestly Bouncing Boy, I just don't see the logic in you watching ancient classics, if they scare you so badly." He shrugged

"Again... we all love the goo." Roxy grinned as she put her arm round his shoulder

"... Are you hyper?" he asked confused, she was about to answer but the ship rocked causing her to loose her balance and fall back onto the couch "Computo, View screen on." He instructed and the movie turned off showing a rather big storm.

"Now that's a monster." Lighting lad spoke

"Aww is the widdle Sparky scared?" Roxy teased and he glared at her as she whistled innocently

"A cosmic storm? Let's get to the bridge." Brainy instructed and they ran off. On the bridge everyone belted up "it's massive, a category 13." He informed them

"Awesome!" Roxy grinned then felt slightly faint

"Can't we just warp through it?" Lighting lad asked

"Sure... if wanna end up a scattering of molecules." Brainy replied sarcastically and noticed Roxy "you ok?" he asked and she wafted her hand

"Yeah, yeah i'm fine." She stated

"Right, scratch that warp idea and let's just hang a U-e." Lighting lad spoke

"I can't, it's too strong." Bouncing Boy stated as he tried to pull out.

"Wait... there's something there." Saturn girl indicated to a black station of sorts.

"Ugh... it looks abandoned." Roxy breathed as she held her head

"Increasing magnification!" Brainy informed them and the thing became larger, "it's a space station... but I've only seen designs like this in the history files." He spoke confused and Saturn girl frowned and held her head

"Oh so now _she_ feels it too?" Roxy asked annoyed

"You alright?" Lightning lad asked her

"I-I'm not sure... I heard voices aboard that thing, lots of them." She frowned

"Scanners indicate no life forms on the station." Brainy explained

"I know what I heard Brainy." She stated matter-of-factly

"So what... are you saying this is a ghost ship?" Lightning lad asked

"Oh no! I'm not goin anywhere NEAR that thing!" Roxy stated fearfully

"What is it with you and ghosts?" Brainy asked smirking

"I'll explain later." She shuddered

"I guess we'll find out once we're on board." Superman replied to Lightning Lad's question

"NO!" Roxy yelled and held on to the railing "I will not move and you can NOT make me." She growled as Bouncing Boy gulped

"Uh... hello! That's exactly what they did on Mutants among us Part 8, and we all know how that ended up." He stated fearfully

"Exactly, we no wanna go on that thing." Roxy shook her head

"Remind us?" Superman smiled

"Put it this way-" he started

"They never made a part nine." Roxy gulped. When the docked at the station Brainy tried to coax Roxy to let go

"Come on Roxy... it's not really a ghost ship." He assured her

"How do you know?" she asked

"... I just do." He smirked

"No." She stated confidently

"... If you come I'll tell you who got you the teddy." He grinned, she thought for a moment and let go.

"Spill." She smirked

"No you have to come on board the station." He stated

"Fine, but if I die I'm coming back to haunt you." She glared '_that I wouldn't mind.'_ He thought humorously. When they made it through the see-through bridge a red beam went across them, she jumped and clung onto him

"There's no cause for alarm... it's an automated scanner... common to this era." Brainy assured her and she let go slowly as a small hint of blush could be seen

"There's the entrance, dead ahead." Superman informed them and walked on

"Bad choice of words." Bouncing boy shuddered

"You can say that again." Roxy shuddered and they walked on. Superman went to knock on the door but it opened allowing them access. When they got in fully the doors closed behind them making both Roxy and Bouncing boy jump "ok now, spill." She glared

"... Your secret admirer." He smirked and she punched him

"You are de-commissioned after this." She glared daggers at him and he shrugged

"Had to say something." He smiled and a voice was heard

"Welcome to our humble aboad." It was a small man with six eyes, three on each side. The man made Roxy shiver with the urge to puke. He had slick black hair that had a centimetre length parting straight through the middle, three sharp teeth hanging out of the right side of his mouth, a hunch-back and a small black moustache. He screamed the aura of a butler. "The master has been expecting you." He stated

"If he say's to stay the night i'm gonna scream." Roxy cringed

"Ok... Why am I not surprised?" Bouncing Boy asked fearfully.

"Brainy... I don't like this." Roxy shuddered

"You're a powerful Zorainian... you can handle it." He smiled

"Ghosts have never been my strong point since my mother died." She spoke sadly as they walked

"What happened?" he asked

"Well... I know it wasn't you're fault but the Coluans attacked... she died in a crossfire." She looked down sadly

"Coluans are idiotic and only thrive for death and rage." He frowned and then the small man spoke up

"I'll inform the master of your arrival, he'll be delighted to have you, for dinner." He spoke snidely

"Ya hear that? They're servin food." Lightning Lad grinned and rubbed his hands together

"How much do you wanna bet that we're the main course?" Bouncing boy as and Roxy's eyes widened so Brainy glared at him

"What? Hasn't anyone ever seen 'my dinner with android'?" he asked

"I have to admit, this place does seem like something out of an old monster movie." Superman admitted cautiously "any idea why the cruisers scanners didn't pick up any life-forms?" he asked confused

"Electromagnetic transmissions from the storm most likely, Saturn girl... can you do a telepathic sweep?" he asked not wanting to ask the scared girl that clung to his arm for dear life. Saturn girl put her hand to her left temple as her eyes shone pink

"...Nothing... whoever those voices belonged to they're gone." She stated

"For now." Bouncing boy stated and this time Roxy glared at him telling him that if he wanted to survive he should shut it. They reached the stairs as they lifted the butler waited for them

"Walk this way." He instructed and Roxy gulped

"Do we have too?" she asked quietly as Brainy looked at her worriedly, the death of her mother really did affect her, he was confused at how she'd even talk to him since he was part of the race that killed her. They walked down some stairs that were aligned by various paintings that seriously freaked Roxy out.

"Wow, what's with all the paintings?" Superman wondered

"You might say the master is a collector." He answered and led them through to the dining room "dinner is served." He stated. A small tooth like door opened and small dishes flew out and landed on the table in front of them, Superman sat next to Lightning lad, Lightning lad sat next to Roxy who sat next to Brainy (no brainer there.) and Saturn girl sat next to Bouncing boy on the opposite side. The butler poured some water into Bouncing boys goblet "get out... while you can." He whispered and Bouncing Boy laughed nervously then a voice boomed from the speakers

"That; will be all Boris." It spoke and the butler walked away. While everyone looked at the door somehow a man sat in the chair at the end of the table

"Welcome guests." He greeted and Roxy's eyes widened

"Brainy... he wasn't there before." She whispered fearfully.

"I am your host, professor Plinaris." He smiled

"Thank you for your hospitality, we're the-" Superman started but was cut off

"Legion of Superheroes of course, your reputation precedes you even in this forgotten region of space." He spoke

"If you don't mind us asking... what is this place?" Saturn girl asked

"And why is it so creepy?" Roxy asked to herself but B5 heard it and smiled

"An intergalactic rest-stop. For centuries now the storms in this sector have been wreaking havoc on passing vessels. Quavermass twelve provides a safe haven for weary travellers." He explained

"Quavermass twelve?" Bouncing boy asked confused

"Named for its creator." He replied "but we can discuss that some other time, at the moment your meals simply can't wait." He smirked and everyone took the glass lids of the plates and smiled... even Roxy

"Moraongo burgers!" she grinned and Superman sniffed his

"Hmm, Ma's chicken noodle soup... how did you manage-?"

"The scanner beams obviously read our pallets when we arrived." Brainy interjected and Smiled and Roxy as she ate one of her rather fattening burgers (yuck! Burgers -.-)

"Well done." The host smiled as Bouncing Boy took the lid off his and put his spoon in to find eyeballs; he immediately turned into a ball and covered it

"Actually it's rare." He stated grossed out, unfortunately Roxy had seen it and pushed hers away also grossed out

"Who eats eyeballs, seriously?" she asked disgusted

"I'll have the kitchen prepare something more appetising." Boris spoke then went to take the plate and frowned "by the way... you're doomed." He sneered and pulled the plate from under him

"Pretending I didn't hear that." He spoke nervously. Just then the hosts watch bleeped and flashed.

"I regret to inform you, the docking bridge is out, repairs can't be rendered until morning... you'll have to stay the night." He smirked deviously

"OH NO WAY IN JAHTA!!" she yelped (no way in hell) fearfully and the host smiled. Boris led them down the hall pointing to different doors along the way; Roxy's was just across the way from Brainy's.

"So where do I sleep?" Bouncing boy asked

"Last room on the left sir... isolated. Alone, where no-one will hear you... no matter how loudly you cry out." He stated darkly and opened the door "pleasant dreams." He grinned and Bouncing Boy walked in as the door closed behind him he frowned

"No tip for Boris." He stated snidely. Meanwhile Roxy was having the best time as she paced around her dark room

"Ok Princess you're a strong Zorainian and not a wuss... ugh who am I kiddin?" she asked and walked out of her room and knocked on Brainy's door. He opened it surprised to see her "can I come in?" she asked and he let her in

"What's up?" he asked

"The ceiling?" she grinned

"Har har har, now seriously, what's up?" he asked and she sighed

"Hehe, well... oh i'm scared out of my wits, can I stay in here with you?" she asked and his eyes almost popped out their sockets and his face tinted darker green

"Er-well-I-erm-heh-er-" he stuttered

"Are you... _blushing_?" She smirked slyly

"No! I'm having a malfunction!" he stated quickly and covered his face as she grinned (just imagine it, go on... ya know ya wanna)

"Uh huh." She smiled then frowned "so can I?" she asked hopefully and he smiled nervously and was cut off by a scream and a communication through the ring

"Bouncing Boy's in trouble!" Saturn girl called and they rushed out the room and too Bouncing Boys only to be stopped by Lightning lad

"Why were you in Brainy's room... ooh were you makin-out?" he grinned and both of them glared at him "ooh, Brainy and Roxy sittin in a tree doin what they shouldn't be-"

"Sing anymore and I'll rip off your lips." She growled

"Bouncing boy JUST screamed... why are we still in a room that he obviously does not occupy?" he asked "you can make random comments AFTER we find him... unless they're about me or Roxy, cause it's NOT like that." He defended

"Oh yeah, well how come you boug-" and Brainy stretched his arms and covered Lightning lads mouth

"Boug?" Roxy asked confused

"Don't ask." Brainy stated nervously and Superman punched through Bouncing Boys' door

"Bouncing Boy!" Superman called and picked up the bed

"I don't think he's under there." Roxy grinned and Saturn girl sensed something

"Through there." She pointed at the wardrobe door and Superman flew through followed by the others. Bouncing boy was being attacked by the alien from the movie he watched earlier (which would be rather freaky XD) as Superman punched through the metal wall Bouncing boy was screaming and being pulled by the alien as Superman blasted through it with his laser vision. Bouncing boy however continued to scream and was pulled into a large swirling white and blue vortex then everything vanished... including the scene.

"Ok, now i'm definitely staying with you for the night." Roxy stated as she latched onto Brainy's neck while he grinned

"Oooh so that's what you were doing." Lightning lad smirked and Roxy growled

"Can I kill him... please?" she pleaded and Brainy smirked

"I'll think about it." He answered jokingly

"This isn't the time for jokes." Superman spoke up

"Hey that's my line." Brainy whined

"Is it just me... or are you forgetting that... BOUNCING BOY JUST GOT SUCKED INTO A BIG SWIRLING VORTEXT OF DOOM!!" Roxy yelled

"But-but-but... you were the one who changed the subject with the 'oh Brainy protect me i'm scared!'" Lightning lad exclaimed and glomped Brainy as an imitation of Roxy

"Get your hands of me." Brainy stated through ground teeth

"Erm guys... Bouncing boy... swirling vortex... DOOM!" she yelled gesturing to where the vortex had been only moments ago.

"Fine fine." Brainy sighed and switched his hand to a strange light thing and ran it across the floor. "There's no trace of him." He stated and Superman turned on his X-ray vision

"Hey... you know you look like a lighthouse?" Roxy grinned

"Are you ever serious?" Superman asked

"Sure... but it's only on very-VERY rare occasions" she smirked and he shook his head and went back to looking for something

"...Weren't you scared out of your wits a few minutes ago?" Brainy asked confused

"Erm... yeah... I'M SCARED!" she yelled and glomped him...again

"Is that... any...excuse to...choke me?" he breathed

"Are you sure you don't like the choking?" she asked slyly

"..." and he just muttered something in-audible

"No sign of our hosts." He stated "Saturn girl... any look?" he asked

"Nothing." She stated forlornly and four giant walls came crashing down and a set of stairs appeared

"Looks like we're going down." Lightning lad stated

"Oh no duh captain obvious... don't make me go down there Brainy." Roxy whimpered and held his hand making him blush "malfunction?" she grinned

"Yeah." He answered quickly

"You're not malfunctioning you're bl-" Lightning lad started

"Shut up." Brainy growled and covered his face with his hand while Roxy grinned.

"It could be a trap." Saturn girl spoke

"For Bouncing Boys' sake... do we have a choice?" Superman asked

"We always have a choice." Roxy whimpered but followed them down anyway. On their way down they passed a picture and Saturn girl gasped making Roxy turn round and as she did she squeaked and hid behind Brainy

"I think I just found bouncing boy." Saturn girl stated shocked

"I want out of here... NOW!!" Roxy yelled

"By all appearances it's just a painting." Brainy stated confused "I think Quavermass twelve is more than just a ship." He stated and Roxy held his hand tighter then they carried on through the hall. They came to a room... a room that Lightning lad found familiar

"What is this place?" Superman asked as Lightning lad looked around

"My... bedroom." He answered and they all searched the room

"There's a holographic simulator at work her, obviously Lightning Lad is the next target." Brainy stated and Roxy flew up to the ceiling and looked down

"I can't see anything out of the ordinary." She shrugged

"Guys, I don't need your protection, i'm home." Lightning lad smiled and floated up and landed on his bed "what could I possibly be afraid of?" he asked

"Wetting the bed?" Roxy grinned and he scowled at her "memories are so fun." She smirked deviously

"I think we can get to the ship from here... at least there we'll have more fire-power." Superman informed them

"And force whatever's behind this into releasing Bouncing boy." Brainy interjected "I agree." And Superman blasted the wall with his laser vision only to have it restore itself.

"The ships repairing itself, Quavermass doesn't want us to leave." Saturn girl stated

"We'll see abut that." Superman stated and flew upwards

"Erm I don't think that's a good idea." Roxy spoke and he was pushed into a wall by a black hand

"I don't remember having these things in my bedroom." Lightning lad stated

"They're automatic defences-" Roxy explained

"-not part of the hologram." Brainy finished and they went to attack the hands but all four were knocked into walls

"Ugh!" Roxy growled and blasted one with a load of fire "take that ya creepy hand!" she exclaimed and Lightning lad was slammed into the ground next to his bed

"Sizzling Supernova's am I glad to see you." A clown head appeared from under the bed

"Captain Howdy... no, it can't be." Lightning lad spoke fearfully and turned round to face the creepy clown

"Don't you remember?" the clown head spoke them became a full bodied clown "we're bestest friends forever!" it exclaimed

"You're not my friend! Stay away from me! You use to hide under my bed, only my parents wouldn't believe me because you only came out in storms. STAY AWAY!" He yelled and Roxy turned around

"GUY'S THE DOLL!!" She yelled and Superman turned his head to where the once clown doll became a big brown electrical beast. Lightning lad screamed and the vortex appeared

"It's taking him!" Saturn girl yelled

"I got it!" Superman stated and laser vision blasted the beast away as Roxy tried to reach Lightning lad but failed as a hand grabbed her arm. Everything disappeared... except for a few metal beams and other things. The black hands that were now metal let the other members go and disappeared "what's going on here?" Superman asked

"Fear." Brainiac 5 stated clearly "the ship knows what scares us... Bouncing boys' movies, Lightning lads... doll..." Brainy stated and Roxy struggled not to giggle.

"Just like it knew what we wanted to eat." Saturn girl guessed

"Don't worry guys, I'll keep you safe." Superman assured and they flew through the door that just opened

"Brainy?" Roxy asked

"What?"

"What if he can't keep us safe... apparently the ship is coded so that if they scream you're done for." She explained

"I don't know... but i'm sure you can face your fear." He smiled and she shook her head

"No... I can't." She mumbled and Saturn girl disappeared.

"What just happened? Where's Saturn girl?" Superman asked as a view of one massive roller coaster appeared

"Er guys... up there." Roxy stated meekly and pointed at the carriage to which Saturn girl occupied.

"Step right up! Ride the Titan Terror, only the most terrifying attraction in all the known Galaxy's" a robot spoke as it floated next to her.

"Uh... I hate these things; please I have to get off LET ME OFF!!" she yelled and the ring showed up a holographic image of Brainiac 5

"Saturn girl, it's a simulation, it can't hurt you if it isn't real." He assured and the robots head became longer like a switch.

"3...2...1... ignition!" it exclaimed and pushed down making the rocket start up and fly down the track before Superman could get to her

"Whatever you do, don't-" and he was cut off by Saturn girl screaming "scream." He finished and just before she was sucked in Superman grabbed her but she slid out of his grasp and through the vortex

"NO!" Superman yelled as everything disappeared into the vortex "I had her in my arms... why couldn't I save her?" he asked

"According to Roxy... if you scream you're done for. Mainly she needed to face her fears... so did Lightning lad, and Bouncing boy." He stated

"... Who's next?" Roxy asked

"If it's you... don't be afraid, it's only a simulation." Brainy assured

"How do we fight it?" Superman asked

"By not being afraid, it's time to take the ghost out of the machine." Brainy answered and they flew through the small door that opened in the wall to come into a black room

"What is this?" Superman asked and a moan was heard

"Roxy do not fear it." He heard Brainy and turned to face what he was talking about, a figure loomed above Roxy. Her figure was mangled, rotten and not to mention slightly scary. The face was of a woman, blood red eyes and a hole through her stomach

"... Mom?" Roxy asked fearfully and it groaned

"Oh my word..." Superman breathed, the sight was gruesome and horrifying to say the least

"Roxy do not scream, please." Brainy begged and the figure floated closer to the normally tanned girl but at the moment she was as pale as the ghost in front of her.

"STAY AWAY FROM ME!" Roxy yelled and it put a hand out then wafted it to the side and another figure loomed next to her, this one Brainy knew all too well and was completely shocked

"That's... you." Superman stated and he nodded. The ghostly Brainiac 5 had holes and wires missing everywhere, his eyes were dark and obviously off line whilst one wasn't actually in the head, his green metal skin was now a VERY light shade of green and his arms were a complete shamble of wires and metal and his clothing was tattered and blood/oil/whatever the hell it is inside of him, soaked. She looked horrified

"Roxy that isn't me!" Brainy yelled but she'd lost all hearing when the second image appeared "ROXY!" he yelled and she just ignored him

"She can't hear you." Superman stated and both figures went do grab her and she screamed, she screamed bloody murder, the walls rattled thanks to the sound-waves she let off. The moment she screamed was the moment she was doomed, the vortex appeared where the two figures loomed and as Brainy went to grab her she disappeared through the swirling mass.

"ROXY!!!!!" He yelled (creepy picture eh XD) and punched the wall leaving a rather nice dent as the next door opened. They flew down a corridor as the curtains opened showing them the way "Quavermass twelve is controlling our path." Brainy stated still annoyed

"Like rats in a maze." Superman growled "don't worry Brainy, we'll get them back." He assured and they stopped at a dead end where two frames hung on the wall "it doesn't go any further." Superman stated and Brainy looked to his left and gasped, Roxy was there, with her hands covering her face and strangely deformed. Superman noticed it and put a hand on his shoulder "she'll be ok." He assured and Brainy heard something '_don't worry Brainy, i'm fine... go kick their backsides... just don't die...'_ he listened and noticed the voice it was Roxy's mind powers. Wherever she was she was alive, so that means, no dying for him. Superman went to walk on as the wall lifted to reveal a passageway

"Superman." Brainy called and he stopped then took something out of his chest "if anything happens to me-" He started and held out the small disk

"Nothing's going to happen to you." Superman assured

"You can't save everyone Superman... I have to fight my demons, on my own." He stated confidently "or I'll end up like our friends... and..." he started

"As I've said Brainy... we'll get them back... and then you can tell her." He smiled

"... You know?" and he smiled and nodded and Brainy sighed "just take the disk... please?" he asked desperately

"Alright." He agreed then took the small purple disk from him then they walked ahead with Brainy taking one last look at Roxy's painting then heading into the darkness. Once in, a view of a metal forest appeared then a bolt of electricity that formed into three white dots, in those dots a bunch of Coluans appeared

"Coluans, my people." Brainy stated

"What do they want?" Superman asked

"Brainiac 5 you will return to us." They spoke in a monotone

"They want me." He stated seriously.

"You are not human, and never will be, rid yourself of this foolish desire." They spoke

"You aren't real you're merely holograms, Quavermass's desperate attempt to decipher what scares me." He stated and the shot at him but he put a shield up only to be launched into a pillar. The Coluans broke down and formed into one giant one. Superman went to attack but was pulled down by a green rope and lay on a green circle

"What is this?! I can't move!" he exclaimed trying to wriggle free

"Clearly you have much to learn." The Coluan stated and walked over Superman and over to Brainy and slammed its hand over him "you will be one with us again." And a yellow light travelled up Brainy's body until it reached his eyes where it switched to purple and travelled back down creating a rather nice boom. As he floated in mid air

"You have much to learn as well." He spoke cockily as he transformed then fired a magenta beam at it that span round ripping into the holographic software and the walls before finally hitting the main core processor. "Quavermass twelve I presume?" he asked smirking as he dodged blasts then was hit into the wall by a beam. He noticed a circuit board on the wall as he fell then was pushed against the aforementioned wall and targeted on. He reverted back to small and smirked "be careful what you wish for." He stated and fired one of his fingers into the circuit board.

"Brainy, what are you doing?!" Superman yelled

"Downloading a virus into Quavermass, and i'm it." He stated and the hologram began to decompose and disintegrate

"BRAINY!" Superman yelled and broke free of the green rope as it disappeared and flew to catch B5

"Superman" Brainy called, Superman looked up from the body of his friend to find a holographic image of him "I've communicated with the central processor, Quavermass twelve uses fear as an energy source, it holds its victims in a suspended state of terror." He explained

"The portraits." He stated

"Correct." Brainy spoke

"So how do I get you out?" Superman asked

"You can't, i'm integrated with the system. The only way is to shut it down." He explained

"Won't pulling the plug destroy you?" Superman asked fearfully

"Leaving it on imprisons the others, destroy the chips, Hurry!" he exclaimed as he was shoved away by the hologram of the host

"No don't shut us down. Save your friend and join us." And he switched to the butler

"You'll feel right at home." He grinned and switched back. Superman looked at Brainiac 5's body and decided 'oh Roxy's going to kill me.' He thought seriously

"Heroes make choices." He stated and flew into the core of the machine "I have no idea how to do this." He mumbled to himself and saw Brainy's hologram over near a small button

"Superman over here!" he called and was cut from view by the host again. Superman flew down and pressed the button, as he did 32 chips appeared and spread out evenly, he touched one then heard a voice

"Clark Kent!" it was an elderly woman

"Ma?" he asked

"How can you do this? He's your friend." She tried to reason and he clenched down n the chip "Clark Kent, you listen to me." She ordered

"You're not real." He stated and destroyed all but two allowing the hologram to say a few garbled words

"Quavermass twelve is an intergalactic rest-stop, weary travellers, spend the night." It spoke in a monotone. Superman grabbed the last to remaining

"Sorry Brainy." He apologised and destroyed them shutting the machine off completely, as he did the Cosmic Storm that was generated by the Station disappeared and everyone from the paintings popped out unharmed

"Hey... we're back!" Bouncing boy exclaimed

"You alright?" Lightning lad asked Saturn girl

"...Why do I feel like something's been lost?" Roxy questioned

"I think so... it's Superman... there's something wrong he's in great pain." She urged. Roxy found it easy to quickly override the locking system and they ran in to see Superman carrying something

"Oh no." Roxy breathed as he led Brainy on the floor.

"I wanted to save him... but I had to choose." Superman shook his head and Roxy fell silent until

"Alright who has the back-up disk?" Bouncing boy asked

"What, back-up disk?" Roxy asked through ground teeth

"Yeah, what are you talking about?" Superman asked

"Brainy always keeps a back-up of himself... just in case." Lightning lad explained

"And nobody told me this WHY?!!" Roxy yelled making everyone flinch

"You mean... this?" Superman asked holding up the small disk Brainy had given him earlier. Roxy had decided she was going to murder Brainy when he woke up, death by hugging... what a way to go. It was Roxy who carried him back to the ship since when Superman said...

"I know you like him and all but-" he was silenced by a death sentence glare "understood." Hs stated quickly and left her alone.

"Just one more turn and..." Roxy mumbled and the machine started up downloading everything back into the body "done." She smiled. As 73 they were getting restless

"Why is this taking so long?" Superman asked

"He's a complicated guy." Bouncing Boy answered simply

"Complicated isn't even the word for it." Roxy smiled and the green rings turned off and lowered him back to the metal bed as he awoke

"Are you ok?" Superman asked and Brainy smiled

"Naturally, I'd never interface with a strange computer without a proper back-up... so what'd I miss?" he asked

"It was a long creepy story." Superman smiled

"But it had a happy ending." Bouncing Boy smiled as a viewing screen appeared above them

"Transports are coming to take everyone home." Lightning lad informed him

"It seems the storm has passed... where's Roxy?" he asked looking round

"She walked out when you woke up." Saturn girl informed him "it seems she's upset that you never told her about the back-up disk." She frowned

"Ah." He frowned and shot out the room. He found her a few minutes later in the lounge drinking some coffee "Roxy?" he asked

"What?" she asked harshly

"I apologise for not telling you... I never thought I'd actually have to use it." He smiled sheepishly

"You should still tell me... I was upset... I thought I'd actually lost you." She mumbled

"Well i'm here and can I ask you something?" he asked and she nodded

"Why was your biggest fear... me dying?" he asked and she blushed

"I-it wasn't o-only that remember, my m-mom was there too." She defended whilst stuttering. He grinned

"Uh huh." He stated sounding unconvinced she grinned and hugged him shocking him

"Don't do that to me again please?" she pleaded

"Agreed." He smiled as he returned the hug. Later on, on the way back Superman was thinking about what happened when the door was knocked on, he stood up as Brainy walked in

"About what happened back there?"

"I knew you'd make the logical choice." Brainy smiled and put his hand on his shoulder but he moved

"Forget logic, why didn't you tell me that was a back-up disk?" he asked annoyed

"If I'd have told you, you wouldn't have faced your fears." Brainy smirked; he just couldn't stop smiling for some reason; probably because of the really long hug Roxy had just given him.

"I thought I wasn't afraid of anything... but I am. I'm afraid of loosing the people I care for." He frowned and Brainy noticed the picture in his hand

"And i'm afraid of what's lurking in the lounge." He grinned as Superman frowned "Bouncing boy has been threatening to regale us with another ancient classic... something called 'reality television' you coming?" he asked and Superman smiled

"I wouldn't miss it." And he put the photo on the desk and walked out to be met by Roxy

"Wanna know exactly what reality television is?" she grinned

"What?" B5 asked grinning

"People trying to act out what would really happen in real life." she smiled

"That sounds very... illogical." Brainy frowned

"Also very boring." She grinned

"Come on lovebirds you're watching it." Superman pulled them both

"WHO YOU CALLIN LOVEBIRDS?" Roxy yelled and tried to wriggle free... how unfortunate that he was stronger at the moment... somehow.

* * *

**Roxy is NOT a Mary-sue or a self insert... I actually came up with her character for a different cartoon and switched it over cause it fit more, anyway NO MORE SAYING SHE'S A MARY-SUE, SUPERMAN'S A MARY-SUE!!!! Think about it, why would ANYONE have that much power without a background story to explain it, Roxy at least has a reason :P**


	8. Brain Drain

Chapter8-Brain Drain

The Legion HQ was as normal except for one little problem. Lightning lad Superman Saturn girl and Timberwolf stood outside Brainy's lab as Roxy came round the corner

"He's been in there for days." Lightning lad spoke

"He's not acting normal, even when he does come out he barely speaks." Superman spoke concerned

"It could be anything, why do we need to assume something weird is going on just bec-" and she was cut off as the door opened. Roxy smirked knowingly then ran off to get the security cameras ready. Brainy- slouched and depressed- walked out the lab and to the wall then pulled a machine off and carried it back inside the lab without saying a word. Superman knocked on the door

"Hey Brainy we need to talk." He called

"Go away!" Brainy yelled back

"We're starting to get a little worried about you." He spoke concerned

"Nothing to worry about, everything's fine here." Brainy assured and Roxy appeared next to B5

"What'cha doin?" she asked shocking him making the metal he was holding up fall down on him. The four outside rushed in to see her standing over a pile of metal with a apologetic look on her face, then they looked over to the large machine in the middle of the room that Brainy had been building. Roxy pulled the metal off of him

"What... is that thing?" Saturn girl asked and Brainy walked over to it with something resting on his shoulder

"If you must know, it's a containment chamber." He informed them

"Nothing's getting outa here without a fight." Timberwolf inspected

"Bet'cha I could." Roxy grinned and he shook his head at her

"What on Earth's it for?" Lightning Lad asked and Brainy turned round with a sad look on his face

"Me." He answered and Roxy put a hand on his shoulder and smiled

"... I'm getting all this on tape." She grinned and he narrowed his optics at her

"I'll destroy those tapes." He growled and she used the puppy dog trick "... darn it." He groaned

"Works every time." She giggled and he smirked and shook his head

"Could you turn it on for me?" he asked and she nodded and ran off around the back. He climbed up the side and switched his arm to a screwdriver then fixed the screws in place as the machine started up

"Ok Brainy, what's going on?" Superman asked as he turned his arm back

"Computo, access video file, TK421" He instructed and a holographic screen appeared behind him "every third solar cycle, Coluans undergo the Alignment. No matter where we are in the galaxy, our intelligence is uploaded and shared with ever other Coluan. For normal Coluans, the Alignment is a painless process, but since I've separated myself from the Coluan hive mind, it's different for me." He explained and walked over to the entrance as Roxy walked back into view "without the collective to provide balance, I'll have little control over myself. For ten hours I will be unpredictable, aggressive and quite possibly, incoherent." He explained

"Meaning...?" Lightning lad asked

"Meaning he won't be held responsible if he hits you with a rocket since he will be clinically insane..." Roxy explained in more, Lightning Lad friendly words.

"That... aught to be good for a laugh" he grinned and she smacked herself in the forehead.

"Why would you keep something like this from us?" Superman asked concerned

"This is my first alignment without the collective, what may happen, could be... embarrassing." He answered

"And I'm recording the entire thing," Roxy grinned

"I hate you," Brainy spoke dryly and she smirked and Saturn girl put a hand on his shoulder

"Brainy, we're your friends, you don't have to go through this alone," she spoke smiling and a small smile appeared on his face. Then a beeping alerted them

"What's that mean?" Roxy asked confused

"It's starting." Brainy answered and walked up to the entrance "I need you all to promise me something, no matter what happens, or how much I beg, do _not_ let me out. I could be a danger to myself, and to you." He spoke

"We promise," Superman smiled

"Yeah, we promise," Roxy grinned and he walked inside as the door slid shut. For quite a while he paced back and forth as Saturn Girl, Superman and Roxy watched, then whilst everyone was leaning on the containment device or sitting on the steps... or playing Cards with a duplicate as Roxy was doing; a loud yell alerted them and Roxy threw the cards down and peered into the glass to see Brainy's limbs stretching on their own. She cast Superman a worried look and he smiled and nodded, she psychically made his limbs go back to normal. A few hours after...

"WHERE'S MY COCOA!!?" Brainy yelled then held his head in pain. Then a few hours after he was dancing and humming a tune as Roxy couldn't help but laugh as he did the moon walk. "I alone am Brainiac FIVE!" he yelled a few hours after as everyone stared through the small window on the door. Finally the red light flashed and the monotonous voice appeared

"Alignment complete," it spoke and Roxy looked through the window and laughed.

"If this thing say's it's over, why'd he still acting weird?" Lightning Lad asked confused

"He said it was his first time, maybe this is normal..." Superman guessed and Roxy's eyes widened

"Timberwolf, MOVE!" she yelled and pushed up out the way as a gust of hot steam erupted form the floor. They all looked in shock as the machine malfunctioned sending electric shots everywhere.

"Warning, synaptic disperse exceeding recommended levels." The monotone voice informed them

"THAT doesn't sound normal..." Timberwolf spoke

"LET ME OUT, SOMETHINGS WRONG!" Brainy yelled and banged on the door as smoke covered his view.

"Computo, scan the pod, what's going on?" Superman asked

"Micro fissures detected in the pod, overload imminent." It replied simply

"He's in trouble," Saturn girl spoke

"No duh! LET HIM OUT!!" Roxy yelled and Superman went to pull the door off "NO; NOT THA- never mind," she sighed as he was blasted away form the door "the things connecting to the pod!" she instructed and he nodded and pulled one out of it's socket releasing a load of steam and allowing him to see Brainy unconscious on the floor. Superman flew in and picked him up then flew out the door and out of the room followed by the others as it exploded. Roxy ran over to Brainy and nudged him carefully.

"B5, you ok?" she asked worriedly

"This wasn't supposed to happen..." he spoke quietly and wriggled shocking her "ANTS, I'VE GOT ANTS IN MY HEAD!! Ack they tickle!" he laughed and Roxy giggled. On the way to the lab Brainy kept staring at Roxy who looked at him with an eyebrow raised.

"What?" she asked

"Yoou'rreee preeettyyy," he grinned and all four of them stopped at looked at him weirdly as Roxy just stood there wide-eyed and blushing

"So he finally admits it and he's got a screw loose?" Lightning Lad asked and Saturn girl shrugged

"His mind works in strange ways..." she grinned and they carried on

"T-thanks," She stuttered blushing. Brainy was then let down on the condition that he stayed with them... so he stayed glued to Roxy.

"You know, you're hair is like the sky...I like the sky," he grinned and she smiled as the others just pretended not to hear... "And... and your eyes are really shiny..." he smiled and she blushed

"Aww how adorable," Lightning lad teased and she growled at him menacingly as she made her eyes flash lilac shutting him up. She knew he was just complementing her, so she just let him do it... not everyday you get complements like that from the android, which was when he did the complete shocker and kissed her on the cheek she blushed furiously as the others gaped. When they got to the lab Superman wrapped an iron bar around Brainy to stop him from touching anything…or kissing Roxy; so he just bobbed his head side to side.

"His neural pathways are degrading, if we don't undo this, he'll go offline... permanently." Saturn Girl spoke and Roxy's eyes widened

"Computo, how do we stop this!?" Roxy panicked

"Exposure to a high dose of Zoonium radiation shall reverse the effect." It replied as Brainy stared at something

"Ooh, I like his pants..." he grinned

"Just tell me where to get it." He instructed and a hologram appeared above them of a planet

"Zoonium is the rarest substance in the galaxy, found only in one location-"

"Zoon," Timberwolf finished as Brainy looked at the hologram with wide eyes

"Red ants? Red ants! Superman shouldn't play with red ants..." he spoke dryly and Roxy put a hand on his shoulder which he looked at then went all dreamy eyed as she laughed.

"It's the most inhospitable planet in the galaxy, the only way to get there fast enough is through and unstable matter transfer gate." Timberwolf explained

"You know a lot about this place..." Superman spoke

"I should, I grew up there." He replied

"Then you'll lead the mission," and Timberwolf nodded whilst the complements... raised a bit...

"Roooxxxyyyy?" Brainy asked and she looked at him

"Hmm?" she asked

"I've lost my phone number... can I have yours?" he asked and she raised an eyebrow as the others looked at her funnily

"Is he-?"

"I think he is..."

"But he-

We know; he never does" Saturn girl cut in as Brainy grinned, Roxy shrugged and wrote it down on a piece of paper then put it into one of the small pouches on his belt.

"Dunno why you want it... it's the same as everyone else's." She smiled

"Cause it's yours..." he grinned and she blushed. When they got to Depo Prime the man/blob thing was speaking to someone on the video phone.

"I got three tons'a goop here but I got no waver, I need that waver before ya pick it up, you got me?" he asked then saw the group "whada you want?" he asked rudely as Brainy, who was being held by Lightning lad, stared dreamily at Roxy who blushed under his gaze. (Aww how adorable)

"We need to use the transported to Zoon, it's an emergency." Saturn Girl responded

"That place, what's your cargo?" he asked

"Us," Superman replied and he laughed

"You think that's funny, I've got a joke for you; when do we have to be there? Real Zoon, get it?" he asked then joined Roxy in laughing his head off.

"You know that gate's not for people." He spoke

"Yes we know, we're in a bit of a hurry," Saturn girl spoke hurriedly

"Hmm... gate eleven, and here, you might need one of these," he smiled and handed her a mop "we don't call it old chompy for nuthin,"

"Erm guys?" Roxy spoke and they all turned around to see Brainy walking into a wall repeatedly

"Ouch-ow-ow-ow-ow" Brainy repeated as he walked into said wall, Lightning lad rushed over and picked him up

"It's like dealing with a three year old Vanusian wiggler..." he spoke as he carried B5 away from the wall.

"So how does this thing work?" Superman asked

"You walk though this," Saturn girl spoke

"And basically you go through a wormhole and end up on Zoon." Roxy finished

"Pretty and smart... yay for pretty and smart people!" Brainy cheered and the gate let out a load of sparks

"...Well it's a hopeful change you get there..." Saturn girl commented and Timberwolf walked over in a suit

"Last time I went through this thing, I lost my tail." He grinned and they both stared at him wide-eyed "kidding," he smirked and walked up to the gate. "Here goes." He sighed and jumped through, a few moments later his voice sounded through a speaker on the controls "I'm through."

"I guess it's my turn, wish me luck." Superman spoke as Brainy tried to get to Roxy who grinned at him. Superman flew over to the gate and stopped in front of it

"What should we do with your parts if old Chompy scrambles ya up?" Lightning lad teased

"You're not helping," Saturn Girl nudged him "good luck." She smiled and he flew through

"He's through, a little gate sick, but he's all here, send Brainy through." Timberwolf instructed

"I don't wanna go! I've decided I don't trust machines... especially this one, it doesn't like me, I can TELL!" he whined and Roxy ran over

"I'll come with you," she smiled and he grinned

"Come on Brainy, think of all the delicious Zoonium over there," Lightning Lad coaxed

"He's not going to eat it; didn't you pay attention at all?" Saturn Girl asked and Roxy went through and Lightning lad threw Brainy through a few moments after. And just as he did the Gate erupted in sparks and electricity. Timberwolf looked down at Brainy worriedly as Roxy panicked

"Brainy, how do you feel?" he asked

"I...fell like dancing," he grinned

"That may be a problem hon!" Roxy sighed and he looked down to find he was only a head and screamed.

"That's not the only problem..." Superman breathed and Timberwolf chucked B5 to Roxy who blushed about where he landed.

"Thanks," she growled at Timberwolf who chuckled as she held Brainy at arms length.

"Now what's the other problem?" he asked

"I've lost my powers," Superman spoke hoarsely.

"Well that can't be good…." Roxy frowned

"Well, at least we have the pweety girl," Brainy grinned

"Who dat?" Roxy asked then grinned "aww me," she giggled liking the hyperactive Brainiac 5 more and more. "Ain't he adorable?" she cooed and both guys rolled their eyes

"Come on, there should be some suits like mine in the storage rooms." Timberwolf sighed and she gave Timberwolf Brainy's head and helped Superman. When they arrived she helped him into the suit as he smiled gratefully then sat down

"So, care to explain?" she asked casually

"I don't know what happened, as soon as I stepped through that gate, I just felt… normal," he sighed and B5 started rambling

"Too much red… there's red in the sun, sun should be yellow… yellow… YELLOW!" he rambled as Roxy laughed.

"You're lucky these spare suits were here, normal doesn't do well on zoon. It's not to late to go back,"

"Magic did this to me too remember, maybe it was the gate… maybe it's this place…" Superman sighed then stood up "all I know is, Brainy needs my help; I'm staying." He stated, Timberwolf took a small device off his belt and handed it to Superman

"This will monitor his status, we have less than an hour," Timberwolf informed him and Brainy grinned

"You know what we really need? Zoop," he grinned making Roxy laugh.

"Ugh, you hold him," Timberwolf sighed and handed him to Superman who looked at Roxy who shrugged then followed the wolf-man out. Back at Depo Prime…

"His head went though fine, but his body's kind of… missing," Saturn Girl explained dejectedly

"I had my money on the furry one," the blob/man laughed then pressed a button on his screen. "this is Depo Prime, we got a chop-chop, robot kid, probably actin nutty… no head," he explained to the thing on the screen, a few seconds after a series of strange sounds that resembled a language came from the speakers. "Hey, it's your lucky day; gate thirty-five," he smiled and Saturn Girl and Lightning Lad ran off to said gate. Back on Zoon,

"Welcome to Zoon," Timberwolf spoke gruffly

"Man this place gives me the creeps!" Roxy shuddered

"This is where you grew up?" Superman asked

"Explains a lot doesn't it," he responded

"Superman; green rocks killed the last sun, ooh there's red green blue gold purple, did you know there are five…" and he just babbled nonsense

"If you don't keep him quiet we're gonna get-" and he cut off as they were surrounded by a group of disfigured guys "they're miners, better let me handle this," he sighed then walked forward "alright, we're not here to-" and he cut off as one of them growled at him

"They seem friendly…" Superman frowned

"The air is toxic, breathing it causes mutations…" Timberwolf explained

"If I get mutated cause you never told me this… you are _so_ shaved!" Roxy growled and the men advanced on them as Timberwolf jumped out of the way Superman punched one but pulled back when he remembered he had no strength…

"Come on Superman, give him the business!" Brainy cheered as Roxy flipped over Superman and went to kick him but he grabbed her foot and threw her into a wall, to which she got up and dusted a piece of brick off her shoulder. The green colored male went to smack Superman with an axe but he jumped out the way accidently letting go of B5

"Whooaaa!" Brainy exclaimed as he landed in a mutated males hands.

"Alright, hand over the head and no-one gets hurt," Superman threatened but the man laughed

"He said, hand over the dang head!" Roxy exclaimed and punched him, HARD. Timberwolf kicked one of them then dodged an axe as Superman tried to get B5 off of two guys who'd decided to play piggy in the middle as Roxy refused to use her powers since it would be 'unfair'. Superman launched himself into one of them as Timberwolf caught Brainy.

"Run," he instructed as Superman dodged a grab from behind then nodded and sprinted off as Timberwolf and Roxy fought off the others. A few moments later they caught up to him

"We need to make it to that elevator," Timberwolf instructed

"Easy enough…" Roxy panted

"These suits are heavy," Superman commented

"You've got a flight-ring," they both responded dryly

"Huh… never had to turn it on before," he instructed and the flew off as he was pounced on

"T-wolf!" Roxy yelped and pivoted on her heel

"Superman, catch!" he exclaimed then threw Brainy's head over. Roxy grabbed the men and threw them away then helped Timberwolf up as Superman waited for them whilst watching the two fight back.

"Go!" Roxy exclaimed

"Keep moving!" Timberwolf stated

"Let's go swimming…" Brainy grinned

"Let's just get you to that lift," Superman responded then ran off. Meanwhile…

"Welcome to diafis 3, I'm you're guide bot: 2.9, your host for this tour. The towers of diafis three are a true wonder of the cosmos, each tower is extremely fragile and could come crashing down with the _slightest_ touch, er…please no touching sensing or throwing," the small yellow floating ball spoke as Brainy's body crashed into a tower "oh dear… oh my, THE TOWERS!" it yelped as Brainy ran over t it "no running BLEH!" it yelped as Brainy made a grab for it. Saturn girl and Lightning lad appeared through the gate seconds after, "STAY AWAY!" the small ball yelled as B5's body chased it

"Of all the places in the galaxy it had to have ended up here," Saturn girl sighed as Brainy chased the ball round a tower

"This isn't part of the tour!" the ball panicked as the two sane heroes watched helplessly.

Back with the others Superman had gotten to the lift and was waiting inside for the other two as they ran towards the lift. Unfortunately, Brainy thought that would be the time to be stupid and press the button with his tongue as they got there, the lift doors closed and it lowered before they could get in. "NO!" Superman yelped but it was too late.

"Dang!" Roxy exclaimed then they both looked back to see the men getting closer "well… now or never right?" she shrugged and they both took a look down then jumped. Timberwolf landed perfectly on all fours then quickly stood up properly and caught Roxy, whom at that moment had forgotten she could morph or fly…

"Thanks," she smiled, as he put her back on her feet the same three men landed in front of them "aww man, don't these guys ever give up?" she whined

"Nope," Timberwolf answered then jumped on one and kicked another as Roxy grabbed the now dazed man and swung him round the chucked him onto a platform as they passed. Timberwolf then swung round and kicked the man he'd grabbed into the other then leapt over him as he charged at him and punched the other in the face as the man that charged at him grabbed him from behind and threw him into the pillar.

"Keep Fighting Timberwolf, I almost have this," Roxy spoke up as she was cutting the metal with a tool from a pocket on her belt, then she looked up to see Timberwolf get picked up and held over the edge of the lift with an axe ready to come down on him. She jumped up, kicked the man that wasn't doing anything at all and launched him off the lift and grabbed the hand that held the axe "that could poke somebody's eye out ya know," she smirked evilly.

Meanwhile…

"SECURITY!!!" the ball screamed as Brainy ran through a small crystal wall

"We need to reason with it," Saturn girl urged

"Reason? It doesn't have a head," Lightning Lad responded "I'll see if I can short circuit him," he spoke then charged up an electric bolt and fired it at the body making it stop still then fall to the floor "mission accomplished" he grinned

"Roxy would kill you for that," Saturn girl smirked

"But Roxy's not here is she?" he responded matter-of-factly, just then the body got on its hands and knees and transformed into it's bigger form, turned round then elongated its arm and punched Lightning lad in the chest sending him flying.

"Impressive," Saturn girl remarked sarcastically then turned to face the angered headless robot. "Brainy, if there's anything left of you in there, I need you to stop what you're doing and listen to me," she instructed as he stopped Lightning lad walked up to her "I think I'm getting through to him," she smiled then the ball flew passed screaming

"Security! We have a situation here!!" it screamed as the battle mode robot chased it

"Well… it was worth a try. Any other brilliant ideas?" she asked him

"Read my mind," Lightning lad grinned as her pink eyes glowed then stopped as she smiled

"There's hope for you yet," she spoke in relief.

Meanwhile in the lift

"Timberwolf, Roxy!?" Superman called as he heard the crashes above them

"They're doomed, we all are, ooh wanna hear a joke?" he grinned childishly

"Not now Brainy, anyway I thought you'd be worried about Roxy," he frowned

"……………Roxy's preeettyyy?" he grinned. Superman sighed and shook his head then looked up and the last bit of the hole was cut and it was ripped off by Timberwolf, whom then jumped down followed by Roxy, in her fish-like form.

"You did it!" Superman smiled

"And you're surprised why?" Roxy asked grinning and showing two fangs

"Where are we going?" Superman asked

"Without your powers to get us into the vault, and Roxy's inability to phase us all through, the Zoonium vault is out of the picture," Timberwolf explained

"Great, so now what?" he asked dejectedly

"I smell puppies… and fishies" Brainy grinned as Roxy frowned "I like fishies," Brainy beamed as her pale blue face turned slightly pink around the cheeks

"We need an active mine, there's only one place left on the planet to find one," he sighed as Roxy changed back to human mode as the lift came to a stop. "The core," he spoke

"Needs a woman's touch," Roxy grinned humorously,

"Follow me," Timberwolf instructed as he held onto Brainy by his hair

"Yes Capitan!" Roxy saluted and they both followed him across a thin bridge and through the many rocky tunnels

"I hear something," Brainy spoke up as a mechanical sound was heard, like robotic legs moving towards them, Timberwolf put Brainy in his other hand and covered his mouth then pulled Superman into a small dark tunnel as Roxy followed and turned invisible as a metallic spider stopped at the entrance to the tunnel and scanned it then went on its way.

"Ugh, you taste like socks," Brainy complained as Roxy became visible giggling,

"What was that?" Superman asked cautiously

"Mining robot, they're the only things that can survive down here,"

"They're creepy," Roxy commented

"We won't have much time, even in the suits, mine bots were made to be disposable… makes them a lil irritable" Timberwolf explained

"I'll be sure to stay away from them" Superman frowned

"That may not be an option…" Timberwolf responded

"ACK!" Roxy yelped making them turn round to see a loud of robot spiders headed their way.

"There's the mine, MOVE!" Timberwolf instructed but one of them grabbed Superman and flung him away as Roxy blasted three with water. Timberwolf was then smacked by another as he accidently let go of Brainy's head but then back-flipped and picked it back up.

"Come any closer and you're toast," Roxy growled, then one of them jumped at her so she kicked it away then torched it "never learn," she shrugged then looked in Superman's direction to see him being pulled two ways "Timberwolf!" she called he looked round seeing what was happening, then Roxy held out her hand, he took it and she span him round and propelled him into the robot on the left then he used his legs to spring over and drop-kick the one on the right.

"Nice one," he smirked at her as she shrugged,

"Watch out!" she yelped as one of the robots swiped his legs out from under him making him throw Brainy's head out into the core room. Superman had been launched into a metal sheet as the robots advanced on him he moved round and through a door as the robots banged on it.

"Oh… this is good," he grinned when he backed into a mecha-suit.

Timberwolf was fighting off tons of the robots with only his hands and legs whilst Roxy dodged stabs. She then decided to have a bit of fun

"Parry," she spoke as she hit at the same time as the robot "parry," she did it again "block," she grinned as she blocked one "good!" she grinned then spinning kicked it. (Robin Hood Men in tights reference) Timberwolf dodged a simultaneous blow then got on two hands and split kicked the two that tried to stab him at the same time, then as the one in front went to slash him he jumped up and landed on its back.

"We don't have much time!" he exclaimed and was then pounced on whilst Brainy's head bounced around then three tentacles appeared out his neck hole

"I wanna play spider too," he grinned then ran off.

As Roxy decided against reverting to Zorainian form, Timberwolf was having trouble pushing back to legs that he was struggling to keep from giving his head a permanent piercing.

"Get off him!" Superman exclaimed then whacked the robots with a big metal Mecha-suit arm

"….Where'd you get that?!" Roxy yelped

"The storage room," he grinned and she smirked then blasted one of the robots with a jet of water "suckered!" she laughed as Superman tore through the mining robots like they were wet toilet paper

"I may not have my powers, but this is almost as fun," he grinned as Timberwolf got back up and Roxy walked over having torched the rest of them

"Where's Brainy?" he asked

"Yeah…. About that," Timberwolf frowned

"You LOST HIM?!" Roxy yelped "HE'S A HEAD! HOW COULD YOU LOOSE A HEAD!" she panicked

"Scan for his energy signature then," Superman shrugged and she focused

"It says he's on diafis three…chasing some robot ball… Aww man the sig's all outa whack," she groaned and massaged her temples.

"Let's just go for the old method," Timberwolf sighed "BRAINY, WHERE ARE YOU?!" he yelled and the other two shrugged

"BRAINY?!" they both yelled together then Roxy put her hand out "shush," she whispered then listened. "Aww man not more," she groaned then they looked round the corner to see a disturbing sight, Brainy had attached his head onto one of the spider bodies as he wore a massive grin.

"Now that just looks plain weird," Timberwolf frowned

"I agree…. That really is weird." Roxy agreed

"Brainy, we need to get you to that cave," Superman urged

"Aww I hate caves…." He whined then looked at his spider-like legs "wait a minute… I have legs again, I can dance!" he cheered then danced around a few randomly appeared mining robots as they jumped at him whilst the three normal people looked at him funnily

"He's reaching critical, Superman." Timberwolf spoke up seriously

"Well let's stop dawdling and get him into that dang cave!" Roxy growled. Meanwhile…

"OH, MY BEAUTIFUL TOWERS!!!" The robot ball shrieked "PLEASE, RUNNING JUMPING, PUSHING IN BATTLE MODES ARE EXPRESSLY PROHIBITED!!!" it screamed as Brainy's battle mode form body chased it.

"Ready?" Saturn Girl asked and Lighting Lad nodded, then her eyes started glowing pink, just then as Brainy was chasing the ball, a pink light appeared and a second look-alike ball appeared, looked at him then flew off, the body immediately diverted its attention from the real one and followed the fake one, right into the hidden warp-gate.

"Well whada ya know, it worked" Saturn Girl smiled

"Course it did; it was my idea," Lightning Lad smirked then walked off

"No wonder Roxy calls you Ego Lad," she mumbled then followed him through the gate.

"Thank you for visiting Diafis three, I hope you enjoyed your tour… come again soon," the ball spoke like it really didn't mean it. Meanwhile, Brainy was dodging tons of robots whilst laughing his head off, (no pun intended… ok so there was sue me XD). Superman was being attacked by multiple Robots as they severed a cable on the mecha-suits back then dog piled him as Timberwolf and Roxy dealt with a few others. Roxy then torched a few of the ones off of Superman allowing him to break free of the pile,

"Brainiac 5; listen to me! If we don't get you into that cave right now we're going to loose you!" Superman urged as he plowed through the mass of robots as Roxy looked up fearfully

"WAHOO! Oh wait… that's bad, I'm confused," Brainy mumbled

"SUPERMAN JUST GRAB HIM!" Roxy ordered as she ran to help but was held back by a robot who had grabbed her leg "Get. Off. Of. ME!" she yelled then reverted to Zorainian form as Superman grabbed Brainy and carried him to the core room.

"No! Big scary space lobster! Trying to eat me!! Leave my brains!!!!" Brainy panicked then started whacking the pincer-like hand,

"Hold still Brainy, it's for your own good," Superman stated, then Brainy whacked the un-armored bit of the arm and it broke off dropping Brainy. Then he used the other arm to re-grab him as a howl was heard, Superman looked back quickly to catch a glimpse of a blue and purple wolf with a fin at the end of its tail going berserk on the poor now helpless robots. Superman then slid down the slope to the core and tripped over, he accidently let go of Brainy then got out the mecha-suit then chased him as fast as he could go in a ripped normal suit. It then started to steam up

"My suit!" Superman breathed

"Can't stop… twelfth level mind, I am Brainiac 5," Brainy spoke hoarsely as the timer beeped showing they were out of time. Brainy then collapsed as his head fell free of the mining robots body. Superman picked the head up and carried it

"don't give up Brainy, we're gonna make it," Superman spoke then looked over the hole to see a glowing orange stone "there it is, the Zoonium!" he stated then climbed down the stairs but fell halfway down then lifted the head up to the stone as Brainy's optics dimmed. Then Superman fainted.

"Superman… Superman wake up!" Brainy called as Superman's eyes opened slowly

"Brainy? Are you…"

"I'm fine…. It seems I'm missing something," he frowned as he looked at the tentacles

"Aww but you're so cute!" Roxy grinned as she jumped down into the hole, he looked at her dryly, "…sorry," she grinned "thought I'd come down and help you… since Superman's almost dead and all," she sighed then helped Superman up

"….Why are you in that form?" Brainy asked confused as she was still in her Zorainian form

"Dude… next time you have a screw loose, WARN US!" she growled as he gulped "now get your backside up on one of our shoulders," she smiled and he climbed up on Superman's since hers were occupied with Superman's arm. She then flew them up to the entrance of the core room where Timberwolf was stood proudly at the top of a large mound of Mining robots, "Timberwolf…. What's the point in the stance?" she asked dryly

"Adds effect," he smirked

"After I E.M.P'd (electro-magnetic Pulse) the suckers, I doubt they'd be any more trouble," she shook her head as he shrugged then looked at Superman

"You look terrible," he spoke and Superman smiled

"Of course he'd look terrible, he has no powers and has just been in the dang core, whada ya think he'd look like?" Roxy ranted

"Come on, lets get back to the gate," Timberwolf sighed and they made their way back to the gate.

"Who's first?" Timberwolf asked

"Well, I KNOW it won't be Brainy, as he recently decided he doesn't trust machines," Roxy smirked as he shot her an annoyed look making her grin "I'll go." She smiled then walked through followed by the other three. Saturn Girl and Lightning Lad were awaiting them on the other side with Roxy as Superman and Timberwolf came through followed by Brainy.

"Superman, are you alright?" Saturn Girl asked after seeing his tired state

"I think so," Superman replied smiling

"What about him?" Lighting Lad asked pointing at Brainy

"You'll be happy to know, I'm functioning at full capacity," then he looked at the tentacles "well, almost full capacity. I hope the rest of me wasn't too much trouble," he sighed looking over at the wiggling battle-mode.

"Nothing we couldn't handle," Saturn Girl smirked as Roxy rolled her eyes knowing full well that the body had been running circles around them from the previous energy signature track.

Later on they were all walking back into the base, except for Roxy who'd ran off to see what she'd caught on the security cameras.

"Thank you Superman, if you hadn't been there with-" Brainy started

"Don't worry about it, besides, I have a way you can make it up to me," he smiled

"You do? Anything," Brainy smiled

"I need you to help me figure out why I lost my powers on zoon," Superman explained

"It's because your powers only work under the light of the yellow sun," Brainy answered simply

"You knew this?! Don't you think you should be telling me about things like that?" Superman asked incredulously

"No, I don't. There are some things you have to figure out on your own Superman, in your century," Brainy answered matter-of-factly

"I guess your right." Superman frowned

"Now… where's Roxy," Brainy frowned and Superman smirked

"Figure it out," he shrugged then walked off

"….. I guess I had that coming," Brainy sighed then clicked "Security room," he sighed then walked to the room. He peeked in to see her looking at two different screens with two rather embarrassing clips of him on it. One, he'd glomped her, two… he was kissing her cheek. He frowned as he felt inside on of his pouches to see a piece of paper with a number on it

"Erm, Roxy?" Brainy asked and she shut the video off quickly

"What?" she asked smiling

"…Why do I have your number in my pocket?" he asked and she grinned

"Because you asked for it," she answered smiling smugly

"What else did I do?" he asked cautiously

"Wanna watch?" she asked and he frowned then smiled

"Might be a laugh," he smiled then sat down next to her as she pressed the play button showing him all the funny things he'd done. She'd also tapped into the security files on Zoon and Diafis Three, to see what other trouble he got himself into.

"You're never gonna let me live this down are you?" he frowned

"Absolutely not," she giggled.


End file.
